The Unofficial SpiderMan: Origin
by Ominous Spider
Summary: My personal spin on Spider-Man's Origin. Peter Parker's origin the way it should have been told. Rated for language in later chapters. Please R/R.
1. A Day in the Life

Disclaimer: I don't own anything. Marvel does, and I am SO jealous.

**A Day in the Life**

"Shuh-uhp," he moaned in a sleepy stooper as he raised an arm to turn off his alarm. He then sat up rubbing his eyes and pulled his hair out of his face. For a moment he didn't know where he was. He looked around, and all he could think was, "_I'm not supposed to be here._" He didn't recognize the small room he was in or the half-empty boxes laying everywhere. Though he didn't know it, he loved this moment. It happened every morning. For a few brief seconds, he didn't remember. Then it all came back. The room was his. The boxes laying everywhere were full of his things. He was at his Aunt May and Uncle Ben's house. He lived here now. "_Great,_" he thought grabbing his glasses. "_Another day in paradise._"

He took his time getting dressed. His mood hidden by the emotionless look on his face. Today would have been his first day at his new school, but fate, in the form of aliens, had intervened. He wasn't surprised that there were aliens. He'd always thought that universe was too big for humanity to be alone. Aliens coming to earth and trying to take over the place. That surprised him a little. Thankfully, there had been no human fatalities. The aliens had only landed in one place somewhere in the deserts of New Mexico, and, after a brief tango with the Avengers, they left. The New Mexico thing had sent the conspiracy theorists on a rampage. He'd stayed up half the night just to hear every report given on every network.

He wasn't overly concerned with how he looked, so he didn't have much of a fashion sense. He new only one fashion rule, and that was that clothes needed to match. A while ago he'd made another discovery. Black matched everything. Red, brown, green, even white. Black matched it all. So, most of his clothes were black. He didn't overdue the black like those freaky suicidal goth weirdos. He was just too lazy to find clothes that matched, so he just wore a lot of black. Today was no exception. He grabbed some blue jeans, a black shirt, and his boots (also black). After that, for reasons beyond him, he stepped in front of the mirror hanging on his door. He was an average looking boy. He stood at 5'9 and weighed about 100 lbs. His scrawny stature made his clothes a little baggy, and his glasses didn't help make him look any tougher. His hair was long and parted down the middle. His eyes, like his hair, were brown. "_Still the same,_" he thought disappointed.

After a trip to the bathroom across the hall to brush his teeth, comb his hair, and make sure he smelled OK, he went down stairs to the kitchen. There he saw Uncle Ben sitting at the table next to an empty plate reading the paper. Aunt may was across from him finishing her breakfast. He thought it was a strange. Everyday his Aunt and Uncle got up and sat down to breakfast, and not a small dimpy cereal or pancake with orange juice breakfast either. A real breakfast. Eggs, beacon, ham, sausage, milk and orange juice, oatmeal, and anything else Aunt May had found in the cupboards. It was nice. Like they were really trying to be that perfect sitcom family people saw on TV (albeit a little older). They even dressed the part. Uncle been wore tan pants, black loafers, and nice white shirt with a black tie, and Aunt May wore one of those plain pink dresses that all the old ladies wore. She even had a matching hat for when it rained.

"You certainly took your time getting dressed." Aunt May said when she saw him sitting down.

"Hey ya, Pete. Sleep well?" Uncle Ben asked turning the page, while; Aunt May began pouring him some orange juice.

"I guess." Peter responded taking the glass Aunt May handed him. Then came the silence that plagued them every morning. Peter had been living with his Aunt and Uncle for about a month now. Despite the fact that before Peter had moved in he got along with them really well, living there now was still awkward. Ben and May both knew they needed to talk to Peter, but they didn't know how. What do you say to a boy in Peter's situation? How do you help him? They weren't parents. They weren't sure how to _be_ parents.

"Looks like everything in New Mexico has been cleaned up." Uncle Ben remarked after a minute, trying to break the silence. "Says here they cleaned it all up in a few hours thanks to the Avengers and Tony Stark. You can bet there'll be some problems from someone though. Something like that doesn't just go away."

Peter gave a small smile at his Uncle's assessment of he situation. He liked that about him. Uncle Ben was smart. Not book smart or something like that. He had the kind of intelligence that came with experience. Wisdom given to him by all the years he'd been around.

"You had better hurry Peter. You don't want to be late." May said.

"For what?" Peter responded with a confused look.

"School of course. You'll need an education."

"They had to of canceled. Do they not know that aliens invaded."

"They want people to think everything is OK. School brings out a sense of normality," Uncle Ben chimed in. "Sorry kid, but you gotta go. They just said on the news that it's not canceled."

"Great," Peter said bowing his head. "I gotta go now or I'll miss the bus," He mumbled setting his drink down and headed upstairs to get his stuff.

"I could take you, Pete," Uncle Ben called to him as he went up the stairs.

"I'm good."

"You need to talk to him Ben," May said with a worried look.

"I know."

Twenty minutes later Peter stood on a street corner three blocks away. The bus was late. Peter didn't mind. A late bus meant less time at school. He didn't hate school, he just didn't want to be the new kid, again. The bus arrived about ten minuets later. Peter watched it pull to a stop in front of him. As the doors opened, Peter couldn't help, but think "_I wish I was home._"

The bus driver, an ugly fat lady, ignored Peter as he stepped onto the bus. She closed the door behind him and headed for the next stop. Peter examined the bus as he walked down the isle looking for a seat. It was old, dirty, and noisy. Plus, it was crowded. Each seat had at least two people others had three. Just as he was about to give up on getting a seat, he spotted one near the back. "_Odd,_" he thought as he walked to towards it. "_Why's she sitting alone?_" Sitting there was, in Peter's opinion, an average looking girl reading a book. She had shoulder length black hair and brown eyes. She wore a sky blue shirt, jeans, a small denim jacket that was only there for appearance, and black boots. She looked harmless enough. Peter gratefully took the seat next to her. He didn't miss her response when he sat down. She looked a little surprised.

"You must be new," she said looking up from her book.

"Yeah. How'd you know?" Peter asked.

"People usually stay away from me," she responded. She wasn't being unpleasant. She was just making conversation.

"Well, you're not horribly disfigured, and you don't have a red A on you're chest. I'm gonna guess the guys avoid you because of... an overprotective boyfriend? As for the girls," Peter lifted her book with his index finger to read the title, Modern Science and It's Applications, "you belittle them and make them feel stupid."

"Close. I haven't had a boyfriend since freshman year, and now he's too scared to even talk to me. The overprotective one is my brother. As for belittling the girls, well... they're morons," she shrugged.

Peter gave a small laugh at her answer. "So where's the overprotective brother?" Peter asked.

She pointed towards the front of the bus. Peter leaned to his right to look down the isle. It didn't take long to find him. Peter briefly locked eyes with a boy on the opposite row, third seat from the front. "I don't suppose he's not the big scary one who looks like the poster boy for that song Gangsta's Paradise," Peter said leaning back in his seat.

"That's him," she said.

"Should I be worried?" Peter asked looking at her.

"Maybe a little," she responded holding out her hand. "Debra Whitman."

"At least I'm gonna be popular," Peter said taking her hand. "Peter Parker."

"What brings you to Midtown High Peter Parker?" Debra asked.

"I moved," Peter responded.

"Anyplace interesting?"

"Same island actually. I moved just far enough to have to transfer." Peter answered with an annoyed look.

"It's not that bad here," Debra remarked.

"I hope not."

The rest of the bus ride, minus everyone else's conversations, was quite. Debra went back to her book, and Peter pulled out his ipod to kill the time. The bus pulled into Midtown High high after three more stops. Peter, seeing the mad rush to get off, stayed seated. Getting trampled didn't appeal to him. After the bus isle cleared, Peter got out of his seat. He took a step back to allow Debra to pass him. "Ladies first," He said.

"Who said chivalry is dead," Debra smiled while getting up and heading for the door. "See ya around Pete," she said leaving the bus.

"Yeah," Peter responded starting a slow paced trip towards Midtown High.

Peter's bus had been late. By the time it arrived class had already started, and by the time Peter had entered the building the halls were clear of even the students on _his_ bus. His trip to the front office was a slow one but easily marked thanks to signs. When he finally got to the there he was greeted by an elderly woman siting behind a desk who's nameplate read Mrs. Harper.

"May I help you young man?" She politely asked as Peter entered the Front Office.

"I need to pick up my schedule. Names Peter Parker."

"OK just let me look in...," she said shifting folders on her desk. "Ah. This one," she said triumphantly. "Parker did you say? Junior?" Peter nodded. "Here you are," she said handing him a small slip of paper. "Changes can be made here, after school," she added with a smile. Peter thanked her and left.

Peter examined his schedule while walking the halls at a slow pace. American History, Physics, Calculus, T.A. for Freshman Biology, Advanced Biology, Lunch, Advanced English Literature, Art, and Spanish. "Great," he thought. "A long day." He found his first class easy enough, but he didn't enter immediately. He was nervous. Instead he walked the halls a little longer. He doubted anyone would question him, but if they did he'd just say he got lost. His new school was pretty much the same as his old one. It was a little larger but not to a confusing point. Only fifteen minuets of his first class remained when finally returned. He held his breath as he opened the door.

"Up until this point the U.S. had remained neutral, but like the first World War we eventually got involved. After the bombing of Pearl Harbor on December 7, 19 ," the teacher stopped when he noticed Peter coming in the class. "Parker?" the teacher asked. Peter nodded. "I was wondering where you were. Get lost?" he asked.

"The bus was late," Peter responded. He'd walked into a pretty bland looking classroom. Plain white walls with educational posters hung everywhere. The teacher was a well dressed hispanic looking man, and the students, who had been wearing bored expressions, looked grateful for Peter's interruption.

"Well, that happens. I'm Mr. Ruiz your American History teacher. I'm afraid you've pretty much missed the lecture, but you have arrived in just enough time for you to introduce yourself." Peter nearly cringed. Somehow Mr. Ruiz sensed Peter's reaction. "Don't feel like I'm singling you out Peter. I had the whole class do this at the beginning of the year. Here take center stage," he said pointing the spot he was standing in as he moved to his desk in the back of the class. "I think we should break the ice. Start at the left end of the front row, and, going left to right, introduce yourself," Mr. Ruiz instructed pointing to a brunette in the front row. Peter spent the next few minuets listening as each student gave a name and, if they chose, other information. Peter doubted he would be that lucky. When they were all done, "Your turn Mr. Parker. Tell us about yourself."

"Not much to say. Name's Peter Parker. I'm from here in New York. Obviously, I just moved to the area," Peter hoped, but knew it wasn't, that that was enough.

"Peter, a friendly environment is a happy one, Mr. Ruiz teased "Tell us about yourself." Peter only shrugged. "How about your parents? What do they do?" he asked Peter.

Peter felt something in him drop. "My mother and father were both doctors. They worked with cancer patients," Peter said as he found himself nervously fiddling with his shirt tail.

Mr. Ruiz didn't miss Peter's choice of verb. "When you say 'were' Peter...,"

"Car crash."

"Well, we're sorry to hear that Peter. Any other family? A brother or a sister?" Mr. Ruiz asked.

"Sister." Peter said.

"Is she in school with you?"

"No... car crash."

"Jeez, man what'd you do? Cut the break line," Peter heard someone say followed by a few dispersed chuckles.

"FLASH!" Mr. Ruiz roared. "I've seen you do some low things, but that was uncalled for."

"Chill, Ruiz, it was just a joke," laughed a blond kid in the back row.

Mercifully, the bell rang. "Office Flash. I'll be there in a minute," Mr. Ruiz said pointing to the door.

Peter stayed put while the class cleared out of the room. He didn't fail to notice the holes Flash was trying to stare into him. "_Cut the break line?_" He thought. "_I might as well have._"

"Peter," Mr. Ruiz said walking towards him. "I'm sorry. It wasn't supposed to go down like that."

Peter shook his head. "It's fine."

"I'll see you Monday Peter. We'll get you a book then." Mr. Ruiz said heading for the door.

"Monday?" Peter asked following him. "What happened to Friday?"

"Field trip," Mr. Ruiz said opening a folder he was carrying. "Here. Its during school hours so don't worry about a ride." Mr. Ruiz handed him a slip of paper. "Permission form. Get it signed tonight, and you can go. We're heading to the New York Center of Radiology. They've got some sort of demonstration going on there."

"Thanks," Peter said taking the slip.

"You'd better go Peter. The late bus excuse won't work for second period," Mr. Ruiz said with a smile. Peter watched him leave and then consulted his schedule.

Calculus went by without a hitch. The teacher, some old bird looking lady, mercifully allowed Peter to take a seat without forcing him to introduced himself. Peter, after waiting a few minutes for her to find him a text book, took an empty desk near the back, and forty-five minutes later he was heading to Freshman Biology. Which was conveniently located right across the hall from Calculus. Peter was the first to arrive.

"O' thank God," the teacher said after reading Peter's schedule. She was a young looking teacher. Probably not even thirty. She looked like she had some Asian in her. Maybe a little Hispanic too. "I've needed another teaching assistant in this class for months. You chose the perfect day to come too. We're doing a lab exercise. Have you done the one demonstrating selectively permeable membranes?" she asked. At this point more students began to enter the class.

"Yeah," Peter nodded.

"Good. I'm Mrs. Hollis, by the way. Follow Miss Whitman to the supplies cabinet, and help her set up. While I go tell the class how to do the experiment," Mrs. Hollis said heading to the front of the class.

Peter turned to find a familiar face greeting him. "Hey, Debra."

"So Peter Parker's an honor student," she said with a smile. "Come on. We need to hurry. There won't be much time. These guys are clueless," she added heading to a large door at the back of the class. She was right. The class had no idea what was going on. Peter spent the better half of the class running from student to student. He got out with no major problems, and a new found respect for teaches who put up with kids like these.

After Freshman Biology, Peter headed to his own Biology class. It was an uneventful lecture with lots of notes. Then Lunch. "Finally," Peter thought heading to the cafeteria. "I'm starving." Peter stood in line for an age only to be disappointed by what the school claimed to be spaghetti. Peter took his tray to the back of the cafeteria. He sat down at an empty table and looked around. The cafeteria was big, white, and noisy. Same as the one he'd left at his old school. Peter had just finished his garlic bread when a piece of paper was slammed down onto table in front of his tray.

"I hate you," came an angry voice.

Peter looked up to find Debra Whitman starring him down. "Something I said?" Peter asked puzzled by her words.

"You stole my spot," she fumed.

"If you want me to move I can go sit over," Peter began.

"In the rankings you idiot," Debra cut him tossing the paper at him. She then took a seat across from him. Peter grabbed the paper. There were about forty names on it. Each had a number and a grade-point average. Peter's name was at the top. Followed by Debra's. "I checked after I found out you were a T.A. Jerk," she said.

Peter could tell she wasn't really that angry with him, but he still felt a little bad. "Does it really matter who's number one?" he asked.

"Midtown High's top student gets a free ride to ESU," she said with a depressed look.

"So I just stole a couple hundred grand from you didn't I?" Peter asked.

"Yes," she said as her head fell onto the table.

"Sorry. Don't worry about it though. Competition brings out the best in people. Besides I'll turn it down even if I get it. My collage is already paid for," Peter said.

"Already paid for?" Debra asked raising her head.

"Life insurance from my parents," Peter answered.

"Oh. Sorry," she said. Peter waved his hand and went back to eating. "Is that why you moved here?"

"Yeah. I live with my aunt 'n uncle now," Peter answered. They sat silently eating for a moment before, "Hey," Peter said breaking the silence "I may've pissed off some big blond guy named Flash. How bad is that?"

"Flash Thompson?" Debra asked. Peter shrugged. "You _are_ popular. That's pretty bad," Debra answered. "He's our _star_ quarterback," said said rolling her eyes. "Which means if _he_ doesn't like you, no one does. And, to make matters worse for you, he's best friends with...," Debra trailed off while pointing behind Peter. Peter turned to find Flash sitting at a table across the cafeteria. He was surrounded by a bunch of other students. Much to Peter's dismay one of them was "Marcus Whitman," Debra said finishing her sentence. "He asked about you Pete." Debra added with an evil smile, and, as if on cue, Marcus got up and began to walk to their table.

"Well I'm done. See ya around," Peter said getting up.

"You don't want me to introduce you," Debra said smiling.

"You'll forgive me I don't want to meet the large black man who hates me solely based on the fact that I talk to you," Peter said leaving the table.

"Bye Pete," Debra called waving.

The rest of the school day was pretty boring. Peter didn't get home until six. He'd missed the bus from school and had to walk. He didn't mind at the time, but when he got home he was beat. He went up to his room and collapsed onto his bed as soon as he got there. He wasn't there five minutes before Uncle Ben knocked on his door.

"Come in," he called from his bed.

"Hey Pete," Uncle Ben said entering the room. "How's the first day? Make any friends?"

"It was OK I guess. I met a few people," Peter answered sitting up in his bed.

"That's good to hear Pete," Uncle Ben said maneuvering around the boxes in Peter's room. When he got to Peter he found a sturdy box across from him and sat down. "Pete. I know you've had a rough time lately, and I don't blame you for being a little sad."

"Uncle Ben," Peter interrupted. "I know what you're trying to tell me. I'm dealing with this the best way I can, and right now I really don't think that this is the best time to talk about it," Peter noticed a grim look on his Uncle's face. "I'm _gonna_ talk. Just... not now. Can we put this off for a little while?"

"Tell you what Pete. You come down stairs and get your coat. Go see a movie with me, so your Aunt May at least thinks we're working this out, and I'll be waiting whenever your ready. Deal?" He asked smiling.

"I get to pick the movie," Peter joked.


	2. Spider Bite

Disclaimer: I don't own anything. Marvel does, and I am SO jealous.

**Spider Bite**

"LET'S GO PEOPLE. LET'S GO. EVERYBODY NEEDS TO LINE UP, SINGLE FILE, INFRONT OF A BUS. PERMISSION SLIPS IN HAND. HURRY PEOPLE. HURRY. WE ARE ON A SCHEDULE," Mr. Ruiz shouted as hundreds of students scrambled to board the buses.

Peter stood alone near the back of the bus ramp waiting for the crowd to die down. Students from all grades wandered around him trying to find friends and a seats. The school was taking all its students to the New York Center of Radiology. No one actually showed any interest in going there, but the field trip was an excuse to miss class. When he had a clear path he decided to find a bus. It took time, but after wandering the bus ramp for a while he found one that wasn't too crowded. When he got to the bus he was stopped by a teacher blocking the doorway. She was checking permission slips. He gave his slip to the teacher and climbed aboard taking an empty seat near the back. Looking out his window he noticed the number of students that still needed to find a bus. "_I'm gonna be here a while,_" he thought leaning his head back and closing his eyes. "_Might as well do something useful._"

"Hey Pete. What's up," Debra said seating herself next to him.

"Hey," was his only response.

Debra seemed disappointed with his answer. "Tired?" she asked. He nodded. "Can I ask you something?" she said after a brief silence.

"Shoot," he answered without moving.

"What's with all the black?"

Peter picked up his head, and looked down to survey his clothes. Black shirt, bluejeans and black shoes. "I'm not wearing that much. Besides black makes picking clothes easy."

"Its not your color. You should switch."

He looked as if he were considering it. "OK."

"Really?" she questioned.

"Probably not."

Debra smiled. "Black's too dark for you. You need to find your color. Look at me," she said motioning to her clothes. She was wearing a purple sleeveless shirt with dark bluejeans."Purple is perfect for me. It tells people 'Hi, I'm friendly. Come chat with _me_.'"

"As seen by your immense popularity," Peter pointed out.

"Not my fault, and your not one to talk. Flash made sure people heard the _worst_ things about you yesterday."

"Already? Guy works fast," Peter said. His lack of concern evident.

"Not usually. You just ticked him off on the day of his big party. Guy spent all of five minutes _not_ talking smack about you the whole night. You've been here two days, and already everyone's quarantined you. Really kinda sad."

"You got invited to a party?" Peter asked sceptically.

"No. I went with my brother."

"All right guys listen up," came a voice from the front as Mr. Ruiz entered the bus. "We'll be there in about an hour and a half. Try to contain yourselves till then. You know the drill when we get there. Please guys. _Please_. Don't do anything stupid." He got a few laughs. "Aannd you laugh at me. Great guys. Way to fill a me with confidence." He said smiling. "All right, let's go," he added taking a seat at the front of the bus.

"I think your on to something," Peter said as the bus began its journey.

"What's that?" she asked.

"The color thing. It makes sense. Certainly explains why super heroes always wear those costumes with all the bright primary colors instead of something more practical," Peter said holding up his hand so he could count off names with his fingers. "Cap's pretty much stuck with red, white, and blue. That Daredevil guy's stuck with red. Plus Scarlet Witch's choices are cut out by her name."

"Question," Debra said cutting in. "What _is_ practical for fighting super powered criminals?"

"I don't know. S.W.A.T. gear?" Peter guessed.

"Yeah back to the topic at hand. If we're gonna hang out you need some new clothes. For you I'm thinking brown, red, or . . . maybe green."

"We're gonna hang out?" Peter joked.

"Hey. _You_ sat next _me_," she said pointing at Peter and then to herself. "This friendship is your fault."

Peter gave a small smile. "So besides, making people your friends without telling them, what else do you do?"

"Getting to know me huh. Let's see . . . I like to read . . . and go shopping. And I study. _A lot_."

"Didn't see that coming." Peter said with playful sarcasm.

"Shut up. Like your life's more interesting."

"Not really." Peter responded. "I don't do much lately. I like science, I mess around with computers a lot, and I play a little basketball."

"Basketball?" Debra asked

"My dad made me. Comes into my room one day and says," Peter lowered his voice "Son. Your mom and I are really proud of your grades, but we think you staying cooped up in this house all the time isn't healthy. You should go outside. Get some exercise. Join a team," Peter's voice went back to his normal. "I didn't join a team, but the few friends I did have played a lot. If I wanted to hang out with them I had to play. Just sitting there would have been boring. I can barely dribble, I'm no good at rebounds, and I can't jump, but my threes are dead on."

"Cool. We can play sometime."

"You play?" Peter asked her.

"No, but I can learn," Debra responded. She then added, "Marcus does. Try playing with him."

"So what do you like to read?"

"Changing the subject? He's not gonna hurt you. He's harmless." Debra said smiling.

"Harmless?" Peter asked not believing her.

"Mostly." Debra nodded.

Midtown High's buses arrived at the New York Center of Radiology ten minutes late. The building wasn't incredibly large, but it was still impressive. It was two stories tall and was made of a shiny white marble like stone and had few windows. For Peter and Debra the bus ride there had been a pleasant one. Happy to see that they had arrived, the two of them waited eagerly in their seats. "Alright guys listen up," Mr. Ruiz said in the from of the bus. "We're gonna get off and head to the side of the buses so we can be separated into groups. When we get inside each group is going to head in a different direction. There are three different sections of the building, so we're making three groups. Everybody ready?"He paused to listen to groups of scattered answers. "Good. Let's go," Mr Ruiz said heading out the door. Peter and Debra remained seated as all the students around them crowded the bus aisle trying to be the first to get out. It took a minute for the bus to be cleared. When the two were finally able to leave the bus they headed towards the teachers so they could be assigned to a group. Students were everywhere talking and laughing as they waiting to go inside. Teachers stood on the edge of the group of students trying to get a head count. When the teachers made sure that all the students were accounted for they began to separate the students into groups. "Parker, your in group two." Mr. Ruiz called out. "Head over there," he said pointing towards a group of students near the furthest row of buses. "Whitman your in group three," he added pointing toward another group of students.

"See ya this weekend," Peter said to Debra as he headed towards the group.

"Later," she responded smiling.

Peter was sorry to see that he and Debra were being separated. He hadn't realized how much he'd missed having friends. The last few months had been a daze. He' never even say goodbye to his old friends when he left home to move in with his aunt and uncle. "_Maybe this is good for me,_" he thought. "_Maybe I'm getting over it,_" Peter was deep in thought when he felt someone's hand land on his shoulder.

"Hey Parker. I don't think we've meet. Name's Flash," someone said as he wrapped his arm around Peter's shoulders like they were old friends.

Peter looked up to find a tall blond that he recognized from yesterday. "_Great,_" he thought. "_I get to be the football._" Peter wasn't a stranger to people like Flash. He new where this was going.

"You may not remember, but you caused some problems for me yesterday. I think maybe you owe my an apology," Flash said as he lead Peter away from the group. The two of them weren't alone. They were being followed by a big bald guy and two others that Peter didn't know. "I'm not gonna say I'll forgive you, but I think it's the least you can do."

Peter didn't like that. "You accuse me of triple homicide, and I owe you an apology?" he asked. He decided to take his glasses off. He doubted Flash would punch around them. He put them in a case and pushed them into his pocket. Flash smiled when he noticed this.

"You keep talking like that Parker and we may not become friends," Flash said smiling. "Trust me. You don't want that." He talked calmly. The friendly chat was just so no one got suspicious. He didn't want Peter to get away. They were leading him along the rows of the buses to a nice quite spot where no one would notice.

As the five continued their walk in silence, Peter thought about trying to get away. Fighting wouldn't be smart. Flash was easily capable taking him even without his reinforcements. Each step brought Peter closer to his fate. "_It's gonna happen sooner or later,_" Peter thought. "_I should get it over with now. Not that it would stop them next time... maybe I should fight back,_" Peter wondered. He made his decision as soon as they rounded the next bus. "_What the hell. Could be fun._" Peter pulled himself away from Flash and threw out his right fist as hard as he could. It connected with Flash's jaw. Ignoring the pain in his other hand Peter threw his left at Flash's eye. The four others were surprised but not for long. As Flash staggered back the big bald one threw a single punch at Peter dropping him to the ground. Not far behind the other two rushed forward and started kicking Peter while he was down. All he could do was pull his arms to his head in an attempt to block the barrage of kicks.

"STOP! KONG. GUYS. WAIT," Flash shouted. He'd recovered from Peter's sucker punches. "Parker wants a fight. I'll give him one. GET UP PARKER," Flash motioned with his hands. The three boys backed off as Flash balled up his fists and took what looked like a well practiced boxing stance.

"_Come on Pete. Get up and dance for the nice people like a good little monkey,_" Peter thought as he began pulling himself up off the ground. Flash was on him in a second. Peter had barely gotten to his feet when he felt Flash's right fist connect with his jaw. Next came a well placed left punch to Peter's stomach that knocked him back into a bus. He couldn't defend himself as Flash grabbed a handful of his hair and slammed his head into the bus. Peter fell to the floor as pain barraged his every thought. His vision was going black. He could here a ringing in his head. He was oblivious to everything but the pain that racked his head. He couldn't even hear Flash's friends cheering Flash on. He was almost out when he felt Flash grab him by his shirt and pull him to his feet. Without thinking Peter threw a quick right punch and dropped himself to the floor. He then rolled under the bus to the other side. Peter pushed himself to his hands and knees unable to focus on what to do next. His head was spinning so fast he barely hear the rushed footsteps of the four other boys running along the bus to get to him.

"GET BACK HERE PARKER," Flash shouted as he and his friends turned the corner of the bus.

Peter stayed there on his knees as his head started to clear. He could finally think past the ringing. "Four on one's not very fair," he heard someone say. Followed by a weird clicking metal noise. Grateful that someone had stopped the fight, Peter brought his right hand to his lips and his left to the right side of his head just above his his eye to check for blood. When he pulled his hands away they were both streaked with crimson. Peter looked up from the ground to find his savior. Surprised didn't begin to describe how he felt about what he saw. "You boys gonna play nice, or am I gonna go to juevy for the next two to three?" a smiling blond said stepping in front of Peter as she pointed a knife at Flash and his friends.

Peter didn't know how to react. Sure she'd saved him, but she was also pointing a knife at someone. Not to mention the tattoos and red leather that didn't make her look like one of America's most trusting. "_Oh well. No one's perfect, and she's not pointing it at me,_" he thought as he tried to recover from his beating. While Peter was on the ground worrying about his health the other five stood in silence contemplating the situation. Flash and his friends were wondering if the girl would really use the knife she had, and the girl was wondering what her father was going to think about this. All of there thoughts were interrupted by the sound of footsteps.

"We're gonna need you to move these last four buses," an Asian looking man in a lab coat said pointing to some buses. "You can park them over there," he said pointing to another spot. "Sorry but these spot are reserved for special circumstances."

It's no problem Mr. . . Chang was it?" Everyone panicked as they heard the coming voices. The blond's arm went stiff as she dropped the knife to her feet and her hand went to her side.

"No I hate Mr. Chang. It's just Phiilll . . . ." Two men stood for a second as they turned the corner. Six kids were hiding behind some buses. One of them was bloody and the other five were known troublemakers.

"Thompson. Stacy. What's going on here?" Peter heard someone ask in a stern solid voice.

Peter didn't look up to see who it was. "_Keep your head down Pete. The injured card may get you out of this._" While he stayed on the floor Peter saw someone come to his side and kneel down with a small towel to help with the bleeding. He didn't look to see who it was or who had busted them, but he was sure that they were in trouble.

Flash was the first to get his story out. "Parker attacked us Mr. Breaks, and the freak pulled a knife on us. We were just defending ourselves," he said pointing the two out. Flash's friends nodded in a agreement as he spoke.

"_Again_, miss Stacy. Hand it over," Mr Breaks said holding out his hand.

She held out two empty hands. "Not this time. I got nothing," she said shacking her head. She knew it was a futile lie, but it wouldn't hurt to try.

"She just dropped it. It's right . . . there?" The spot Flash pointed to was empty.

"Told ya." she said as if she knew there would be no knife.

"Stacy your coming with me. Thompson and the rest as well," he spat in a cold voice.

"Sir I don't know if my opinion matters, but I know Pete and that story about him starting a fight doesn't sound like him. Also he looks pretty bad. If its alright I'd like to take him inside." Peter looked up from the towel. This guy knew him? His lab coat and slacks weren't familiar, but his face nearly brought a smile to Peter's.

Peter had only begun to wonder what Phil was doing here when his chin was jerked away from him. "Let me see." Peter looked on while the man examined his wounds with uncaring hands. Peter didn't recognize him, but he must have been a teacher or someone from the school. His balding head, gray hair, and forceful expression suggested he was someone important. "Fine," he said after a minute. "Take him, but your not off the hook young man. The rest of you. _T__his way_." He turned with an angry look and lead the others away.

The remaining two watched for a moment as the others walked away. "How's your head?" Phil asked after they were out of earshot.

"It's alright. What are you doing here?" Peter returned. He and Phil had went to school together. Phil had graduated two years ago when Peter was a freshman. Peter hadn't seen him since then. The two had been good friends when they weren't busy. The only problem was Phil's questionable sense of humor.

"I work here. Shitty job but I needed it," he laughed. "Come on. We can clean you up in my office," he said heading toward the building.

"They gave _you_ an office?" Peter said walking with him.

"What can I say," he responded with a smile. "They recognized the greatness that is Philip Chang. You need another one of those," Phil asked pointing to the rag on Peter's head.

"No it's stopping. Good as new in a few hours."

"Cool. So what happened back there?" Phil asked as he opened the door for Peter. "Try to keep the blood of the floors," he joked.

Peter smiled. "I got on the big blond dude's bad side, so he decided to welcome me to the school. As for the girl. I don't know who she is, but she saved my ass."

"A scrawny chick in cheap pleather held them all back?" he asked quizzically.

Peter smiled and drove his free hand into his pocket. "She had a little help," he said handing Phil a knife. He also took the time to put his glasses back on.

Phil took the knife with a smile. "Nice." He examined it in his hand for a second and flipped the latch at the bottom to open it. "Butterfly knife. You know these things are illegal. Cool as hell, but illegal. Always wanted to learn how to flip one of these. Take these stairs," he said pointing to his left as the approached two sets of forked stairs. "Too scared I'd cut my finger off. First door on your right when you get to the top. I gotta go tell a guy a thing. Be there in a minute," he said taking the opposite staircase.

Peter did as he was told and took the left set of stairs and headed into the first office on his right. He wasn't at all surprised at the look of it. Unorganized came to mind was the first thing that came to mind. The office was about the size of a small bedroom. It had white walls, blue carpet, and their were random files and folders laying everywhere. Peter took one of the chairs near the far wall and waited for Phil to get back. He waited in silence for about five minutes before the door opened again.

"Here," Phil said tossing Peter an ice pack without look at him. "I'll get everything ready tomorrow Dr. Drew.

"Good man. See you then," responded a voice.

"Right," he called entering his office. "Nice guy Dr. Drew," he added closing his door. "Shame about his daughter."

"What happened?" Peter asked.

"Car crash. She's in a comma. They don't know when or if she's waking up," Phil said taking a seat at his desk. "By the way, I was sorry to hear about your family. Good people."

"Thanks." Peter muttered.

"You get any bumps or bruises?"

"Broken leg." Peter said placing the ice pack on the side of his head. "It's fine now."

"Where you staying?"

"My Aunt and Uncle's place."

"Least it's not a crap foster home or something." Phil shrugged.

"Yeah." Peter nodded.

"Wait. Is this the Uncle that you and your dad used to hang out with?"

"The same," Peter smiled.

"Even better. That guy was funny. So how long you been going to Midtown?" Phil asked.

"This is my second day."

"Second day? Doesn't school get out in like... a week?" Phil asked confused. "Why even bother checking in?"

"Don't ask me cause I sure as hell don't know," Peter responded. "Shouldn't I be getting back?" he added.

"If you want. I doubt they'll miss you. Besides this place is boring as hell."

"Yeah, about that. Why would a radiology lab allow schools to take field trips there?" Peter asked. "I mean I understand medical students, but why high school kids?"

"Lab?" Phil snorted. "This place is a museum and training center. All the hospitals send the interns here cause their overworked. We open it as a museum cause we have a lot of old useless," he raised his hands to make air quotes, "'antiques.' And we needed the money. Anything we do here is low level even for trainees."

"Sounds boring," Peter responded.

"Yeah, thank god for the Internet," Phil said turning in his chair facing his computer. "Wanna play Warcraft? I'm on level 152," Phil said moving his computer mouse to wake it up.

"No I'm good," Peter said.

"Crap. Hey see if those cords are in will ya?" Phil asked pointing towards the small space between his desk and the wall. "My arms are too big," he noted.

Peter got up from his seat and stuck his hand in the space. After a second he found the outlet. "No it came out," he said.

"Well what good are you?" Phil joked. "Plug it in. Stupid cleaning lady third time this week. Lost a whole days work last time. It's like she doesn't understand the meaning of the words 'Don't. Unplug. My. Computer. It's like two day ago..." Peter ignored Phil's continuing rant as he felt around for the loose plug. Wires were scattered everywhere finding the plug would have been easy if he could see. Finally his hand bumped the plug. Peter grabbed it and was about to plug it in when he felt something scratching his hand. "...and then she looks at me like she doesn't understand a word coming out of my mouth. I'm like, lady, I know you speak English.

"Ackkh," Peter screamed ripping his hand from the space in between the desk and the wall.

"What's up!" Phil asked jumping from his chair.

"Something bite me," Peter said through clenched teeth while clutching his hand.

"Where'd it go," Phil said grabbing a cup off his desk.

"Corner. Why?" Peter said pointing to the corner with his good hand. "My hands numb." Peter said staring at the back of his hand. There were two small spots of blood encircled by a patch of flushed skin.

"If its poisonous we need to know what kind of bug it is. Probably a spider, and numb doesn't sound good." Phil said as he emptied the cup in a trash can and went to the corner Peter had pointed out. "Gotcha ya little creepy crawly," Phil said scooping something up with the cup. "Yep spider. Big one too. On closer observation I am at a lose for the numbness Mr. Parker. This little guy, well actually he huge for his species, isn't venomous."

"How do you know. What kind of spider is it," Peter asked.

"It's a... a... names are hard. Look dude trust me. El arana es no... no... venomouso?" Phil said taking his seat again. "Here souvenir," he added tossing the cup to Peter.

"And why do I want this?" Peter asked holding up the cup.

"Every boy needs a pet. Check him out," Phil said pointing to the cup.

Peter cracked the lid of the cup. The spider sat near the bottom of the cup. Faint twits were the only sign that it was alive. Phil was right the spider was huge. Besides that it looked pretty normal. "_Brownish black, four legs, creepy beyond all reason. Yep, your a spider. If you rot off my arm we're gonna have to have a talk,_" Peter thought as he peeked at the spider before replacing the lid. "Bite hurt like hell Phil. You sure my hands fine?"

"Yeah man. The name of the spider escapes me, but I know its not venomous."

Peter would have stayed with Phil longer if not for the return of the bald guy that had busted Peter and his "new friends". "Parker," Peter and Phil heard someone bark as Phil door swung open. Mr Breaks had finally gotten around to noticing how long Peter had been gone. "You're leaving. Your guardians have already been called. They will be at the school to pick you up shortly."

Peter's throat went dry. "_And the hits keep on rolling,_" Peter thought to himself.

"This way, we'll be taking the six of you back to school," Mr. Breaks said pointing out the door. "No drinks on the bus," He added noticing the cup in Peter's hand.

"That's ice for his head," Phil cut in. "There was minor swelling. He should probably keep it."

"Fine," Mr. Breaks nodded. "Come on Parker."

"Later Peter. Hey call my mom's house she can give you my new cell," Phil called as Peter and Mr. Breaks began there walk back to the buses. It was a slow and silent one. The two arrived at the buses a few minutes later. They were held up by Mr. Breaks having a short conversation with another teacher. This was when Peter found out who Mr. Breaks was: the assistant principle.

"_Great. And Peter Parker rockets out of the starting gate. He'll be a full fledged delinquent in no time,_" Peter thought to himself. Peter boarded the bus to find that everyone else, Flash, his friends, and the blond girl were already there.

"Sit away form everyone else, and _no_ talking. We'll arrive at the school soon," he told Peter. "You'll all be suspended for the rest of the day. You got lucky. None of you are trustworthy, and we don't now who's story to believe. It's your word against someone else's, so we're going to punish all of you. Seems we can't be too drastic on the off chance that one of you is innocent," he told all of them. "This, of course, wasn't my idea," he then took a seat in front of the bus and they all left.

The bus ride went as Mr. Breaks had intended it to. Long, quiet, and boring. The six students were evenly dispersed throughout the bus. No one broke the silence. Peter took the time to examine the others. He'd seen Flash: big, dumb, and blond. There were millions like him. His friends were the same big stupid guys willing to follow him off a cliff. The girl, Peter noticed for the first time, was actually pretty cute. Blond hair, blue eyes, nice figure. He also noticed a few tattoos. He couldn't make out what they were though. She looked angry the entire trip. All she did was stare out the window. "_Cute. She's probably the angry type. A little crazy but defiantly cute,_" Peter thought to himself. "_I should thank her, and give her her knife back,_" Peter thought more on that. "_Or throw the knife away. Yeah, throw it away._"

Uncle Ben was waiting when Peter arrived. He didn't say anything when Peter got into the car. He didn't say anything the entire way home. Peter knew his Uncle. He didn't say anything because he knew he might regret it later. Uncle Ben was mad. Madder then Peter had seen in a long time. Only when they pulled into the drive way did he speak. "Your Aunt isn't home yet, so she doesn't know. And we're gonna keep it that way. Got it?" Peter nodded. "And your grounded. I don't care who started it or who finished it Pete." Peter nodded again. The two sat in silence for a short time again. Peter was about to leave the car when Uncle Ben spoke. "You ever hear the saying 'With great power there must also come great responsibility?'" Peter shook his head. "You'd do well to remember it Peter. Just because you can do something doesn't mean you should. What you did today. Wasn't you, and I don't want to hear or see you do anything like it again. Clear?" Peter nodded. "We're done. Go inside."

Peter stayed in his room the rest of the day. He probably could have gotten away with using his computer, but he didn't. Instead he just sat there and fumed. "_With great power there must also come great responsibility. Figure that out all by yourself Uncle Ben? God. That's common sense. Don't care who started it or who finished it,_" Peter mocked. "_My life keeps getting better and better,_" he said falling back onto his bed. "_Gotta call Debra and and cancel,_" He thought to himself as he began to fall asleep. He barely felt the uncomfortable twinge from his right hand traveling up his arm.

(A/N: That's it Chapter two. Hope you liked it. If you have any questions let me know. Also as a references on character appearances: Peter looks a lot like Ultimate Peter. Gwen too, plus some new tattoos. Uncle Ben and Aunt May look a lot like their original incarnations. Flash as well. Debra looks completely different. Picture a young Rosario Dawson. Philip Chang looks like the original. Kong also looks like the original Kong from Ultimate Spider-Man. That's it. Peace.)


	3. Changes

Disclaimer: I don't own anything. Marvel does, and I am SO jealous. I probably have to say that I don't own McDonald's either. Not sure who does, but they totally need to bring back their original fry recipe.

Cause this new one sucks.

**Changes**

"Now normally, I'm not one to rush people off to the doctors, but you may want to go see one," Debra said taking a seat across from Peter. "No offense, but you look like crap."

Peter looked up from his empty tray. She was right. His skin was pale, he had dark bags under each eye, and his muscles was trembling allover. "Thanks."

"You missed biology. Where were you?"

"At home. Wasn't gonna come, but I got bored," Peter responded pushing his tray away.

"So how's being grounded working out?" Debra asked.

"Haven't even noticed. Been in bed all weekend. Aunt May wouldn't let me lift a finger. She thinks I'm still at home in bed."

"I can see why. How you feeling?"

"That's the weird part. Other then feeling like I spent last year in the gym, and these random symptoms, I feel pretty good. Really hungry though," Peter responded. "Been eating everything in sight. Can't get enough."

"Random symptoms?" Debra questioned.

"Yeah, Saturday I wake up with a headache that felt like I had an ax in my head, Sunday I'm itching like nothing else, and today my glasses don't work."

"I was just about to ask where they were. Why don't they work?"

"Well it's more like my eyes _do_ work," Peter said getting up. "Be back in a minute."

"Where ya going?" Debra asked.

"Food," Peter called back as he walked away. It didn't take him long to return with a tray stacked high with everything he could grab.

"You are hungry," Debra noted as Peter began eating his second tray of food.

"Told ya," he responded without stopping.

"So... what happened?" Debra asked with an eager smile.

He knew what she was talking about. "You haven't heard?" Peter questioned.

"Oh I heard what happened, but I want to _know_ what happened. There's a difference."

"Long story short, Flash really doesn't like me. This lead to pain, a Peter Parker shaped dent in a bus, and me being saved by a girl," Peter answered.

"Is it true Gwen tried to stab 'em?" Debra asked turning her head to the far corner of the cafeteria.

"You keep your mouth shut?" Peter asked following her gaze. Gwen sat alone at a corner table with an irritated look on her face.

"Yeah," Debra nodded.

"She pulled a knife on them, but they can't prove it. And I uh... I just didn't see it," Peter said shaking his head with false remorse. "Too busy bleeding. Dam, I'd have really like to help Flash too."

"Yeah, I bet," Debra smiled. "So, do you know her or something?"

"Nope," Peter shook his head.

"Any idea why she helped you?" Debra asked beginning her lunch.

"Nope," Peter shrugged. "Your guess is as good as mine." Peter paused shortly after this, and the two sat eating in silence. "What's she like?"

Debra took a second to swallow her food. "Don't really know. She keeps to herself. Plus she's been quarantined since she got here."

"Quarantined?" Peter asked.

"People avoid her like the plague. It's cause of her father. Police Chief or Captain or something. All I know is she's tried to stab quite a few people. I assume daddy gets her out of trouble. Why the curiosity?" Debra asked.

Peter smiled. "Really wanna know?"

"Ha," Debra gave a short laugh. "Like she'd settle for you," Debra teased.

"Actually, it was a joke," Peter noted. "To answer your question: I was just curious, but thanks for the vote of confidence."

"Any idea when your being set free?" Debra said changing the subject.

"Today thankfully." Peter said looking down at an empty tray. Seconds later the bell rang signaling the end of lunch. "I'm still hungry," he added in with an air of disappointment.

"Sucks for you. Later," Debra said getting up. "And stop wearing all the black."

"Friendly today aren't we," Peter called as she walked away. Peter stood and began his trip to the trash. He stopped halfway there and smiled. He remained standing there for a second testing muscles. "_Feeling better already,_" he thought to himself. The rest of Peter's classes went by quickly.  
With the end of the school year looming around the corner, teachers were neglecting their duties in favor of allowing the children to do as they pleased. Peter stood smiling in a crowded hallway stuffing his things into his locker. He didn't know why, but all of a sudden he felt good. Really good. Peter couldn't describe it. He felt even better then he did before he'd gotten sick. Like he could run ten miles without breaking a sweat. He was still hungry, but a stop at McDonald's would cure that. Peter soon closed his locker and began walking to the bus ramp. His trip was halted by the sight of long blond hair pushing past the school's front doors. Peter looked to his left down the hall towards the exit leading to the bus ramp, then back again. "_Think I'll walk today,_" Peter thought to himself as he headed towards the front exit. She was sitting alone on one of the picnic tables in front of the school looking out into the street. Probably waiting on a ride. He began a casual walk towards the picnic tables trying to decide what to say. He settled on, "How bad was it?"

She turned her head towards him without saying anything her face giving away nothing. After a second or two she smiled. "Bad."

"Sorry."

"Forget it. With Captain Stacy if it wasn't this it would've been something else, and it's always nice to ruin Flash's fun."

"Problem's with him?" Peter asked.

"A few. Mainly cause he's an ass. How's your head?"

"Fine. Feeling pretty good actually," Peter answered.

Gwen's face turned from Peter towards the street following a black and white patrol car. "I gotta go. See ya around Parker."

"_Well, she didn't pull a knife on me. That's a good sign,_" Peter thought as he watched her walk to the patrol car. "Time to get some food."

**Manhattan Courthouse**

"The prosecution would have you believe that my client is a guilty man despite all evidence pointing to the contrary. Mr. Murdock has been able to provide circumstantial evidence at best that fails to provide any absolute proof that my client was anywhere near the the scene of the crime during the time in which the murder took place. My client _has_, however, provided a reliable alibi placing him off the island of Manhattan, out of the state of New York even, during that time. It seems that the responsible thing to do is acquit him of the false charges he has been so wrongly accused," an older man in an expensive suit said to the jury before taking his seat next to the defendant.

"Are their any other statements before we send the jury to deliberate?" the Judge asked. He took the silence as a no. "Very well, court is in recess while the jury deliberates," he said banging his gavel.

The two lawyers sitting at the prosecution table remained seated as the courtroom cleared. The two wore gray suits and matching grim expressions. They both had similar features and had the same shade of red hair. The one on the left was a little chubby, and the one on the right displayed the obvious signs of being blind.

"What do you think Matt?" the chubbier lawyer whispered while leaning toward the other on to keep the conversation private.

"He's guilty."

"Well I know that. What do you think _their_ gonna say?"

"Doesn't matter."

Frank knew what that meant. "Your going after him aren't you?" There wasn't a response. "Don't. I'm telling you to let this one go. How do you think scum like him gets a lawyer like Kitchens. Kingpins gotta be paying for it. _The_ _Kingpin_. As your brother I'm telling you to not cross his path. For both our sakes. Skip tonight. Go out. Find a girl. Have some fun. Do .."

"Frank," Matt cut him off. "Has this ever worked?" Frank shook his head. "Besides jury's not in yet. I may already be done for the night."

**Just outside Forest Hills**

"_How do you spend fifty dollars at McDonald's and walk away hungry? It can't be possible,_" Peter thought to himself as he continued his walk home. "_This hunger streak had better end soon, or I'm gonna have to get another job sooner then expected._" Peter was about to cross the street when the faint sound of police sirens caught his ear. He turned his head back to see if they were coming his way. They weren't. "_Whoever you are: Busted._" The next few seconds were over before Peter knew what hit him. When Peter turned his head to look behind him neglected to check for oncoming traffic. He stepped off the curb right in front of ragged looking taxi that was going a little too fast. If this had happened on any other day of Peter's life so far, it would have been his last. To an onlooker, thankfully there were none, it would have looked like Peter was an acrobat who had trained for years to preform a perfect vertical back flip. Peter had flipped over the taxi with unmatched grace avoiding the car with inches to spare. Not that he was aware. He had reacted without thinking. One minute he was walking the next he was hanging, by only one hand, off the side of an old brick building listening to shrieking tires and and a car horn. Peter felt his hart racing, his breaths were quick and sharp. He didn't know what to think or what was going on. He looked to find the floor two stories down. "_Not getting down that way,_" he thought. He looked up to the single hand that was holding him up. The hand was flat on the wall with seemingly nothing supporting it. He jerked his hand away without thinking. He felt that mistake.

**Manhattan Courthouse**

"Has the jury reached its verdict?" the Judge asked.

"We have your honor," responded the juryman seating closest to the judge. "We the Jury, in the matter of The State and Maggie Waters vs. Ian Franks, find the defendant, Ian Franks, not guilty." Murmurs of anger and discontent filled the courtroom as Ian was released from his hand cuffs. No one saw the stern looks Frank Murdock gave his brother. They both knew what the outcome meant.

**Forest Hills**

"_I ran the entire way home,_" he thought in disbelief. "_I flipped twenty feet into the air, climbed a shear wall with my bare hands, fell three stories without a scratch, then ran five miles, and then nearly broke off the basement door. NOTHING WRONG HERE,_" He screamed in his head. Peter sat alone in an old chair in the basement of his Aunt and Uncle's trying to control his breathing. "_OK Pete. Just calm down,_" Peter thought to himself. Peter sat for a second trying to clear his head. "_Think logically. How could this happen? Easy, I'm a mutant. Mutant explains everything right? No. they'd have caught it in my blood work. These days everyone is screened for X-gene._" Peter couldn't explain it. He sat there for hours thinking. Nothing came to him. Nothing explained how this could have happened. And he couldn't ask for help. What would they do to him? "_Forget it I'll figure this out tomorrow. I need to sleep._" A fixed door and a flight of stairs later, Peter was changed and ready for bed. As Peter fell into bed something caught his eye. An old plastic cup sitting on his desk. It hadn't registered at first he ignored it. Seconds later his head shot up in wide-eyed disbelief.

**Ray's Bar, Hell's Kitchen**

The place was a mess. Not that Ray's was usually an upstanding establishment. It catered to criminals, thugs, gang bangers, and anyone else brave or stupid enough to stop by for a drink. Most people avoided it, but it was his first stop. He'd never used this place to get info. Only because he'd usually gotten the info before he'd gotten here. He came here first tonight because they wouldn't be expecting it.

"RAY. RAY. ANOTHER ROUND, RIGHT HERE. MAKE IT QUICK," someone shouted in the thick of the crowd of drunks.

"YEAH. YEAH. IT'S COME'N," Ray shouted back. Ray grabbed a pitcher and was about step out from behind the bar when the loud crunch of cracking wood silenced the bar.

Ray was gonna need a new door. His old one was handing by only one of its hinges. Standing in the doorway was a horned figure dressed in dark crimson with two overlapping D's on his chest. "You all know who I am?" he asked. There was no response. "Good. I have business here. Anyone not interested in learning about it," he stepped inside and moved to unblock the door, "nows your chance." More then a few of them were smart enough to leave. There were about twenty-five people there a minute ago. Daredevil had cut that number in half without lifting a finger. Ray was gonna leave too, but he was too scared to move.

"What do ya want freak?" came a voice coming from the table of three on the other side of the bar. The speaker and two of his friends stood. They were all drunk and ready to fight.

Daredevil wasn't impressed. Instead he took a few step forward to the table closest to him and grabbed two half-empty glasses and began pouring them out. "Why don't you come and find out?" he baited. The three took the bait, and began running at him. He was ready. He took one of the glasses in his hands and threw it with an arm like a cannon dropping one of the assailants with ease. The second fell just as easily when he threw the other. By this time the last of the three was nearly upon him. Daredevil grabbed a small red club from a pouch on his thigh and smacked the last of the three in the throat. "Anyone else?" Daredevil asked. The remaining ten men all stood. "Fair enough."

**Forest Hills**

Peter was amazed. It had survived four days in a cup with nothing to eat or drink. When he'd seen that the spider was still alive he dug through his boxes till he found an old glass hamster cage and put it in there. He now sat alone in his room at his desk with the lights out starring at it. "What the hell did you do to me?" he asked it. It didn't answer. It looked perfectly normal. Peter had looked it up. A common Garden Spider. Phil had been right about the size. It was about three times the norm. Peter had taken a little time to think about what had happened so far, and unless he mutated into a giant man-spider, it wasn't so bad. He was stronger, faster, and he had more endurance. "Three checks for the 'Pros' column," Peter thought. "Any man-spider sized 'Cons' and your a carpet stain," he added talking to the spider. After reading a bit more about spiders Peter was about to call it a night when he spotted the phone near his bed. "_Phil,_" he thought. Peter picked up the pants he'd been wearing and pulled out his wallet. He'd taken Phil advise a called Mrs. Chang to get Phil's number a couple of days ago. The phone rang a few times, but Phil picked it up.

"I hate you. I don't care who you are, what you want, or when you want it. I hate you," Phil mumbled in a sleepy tone.

"Phil? It's Pete. I got .."

"Do you have any idea what time it is," Phil cut him off. "Dude I got work in a few hours. If I don .."

"What's going on in that place?" Peter asked returning the favor.

"What?" Phil asked. His voice had changed. He was now wide awake and Peter could hear the worry in his voice.

"What's going on in that .."

"Did something happen to you?" Phil asked. Peter could tell Phil knew something.

"Yeah."

"Go to my mom's place in the morning. Skip school. I'll be there to pick you up at ten. Tell no one. You hear me Pete? _No one_," Phil repeated in a serious voice.

"Yeah," Peter answered.

**Ray's Bar, Hell's Kitchen**

Ray hadn't watched the fight. As soon as the brawl had started he ducked down behind the bar hiding. He didn't know what Daredevil was doing here and he didn't care. It wasn't a long fight from the sound of things. Everyone in the bar was probably too drunk to be any real opposition to Daredevil. When the silence came Ray couldn't help but hope Daredevil had left. No such luck as he was pulled out of his hiding place by his hair and came face to face with Daredevil.

"Ray?" Daredevil questioned. Ray nodded. Daredevil pulled him over the bar and dragged him to the nearest wall and slammed him against it. "Let's have a talk," Daredevil said twisting the handful of hair he held in his hand.

"OW OW OWWWW. OK OK OK. Jeez I'll talk. Whadaya want? What? Just ask," Ray pleaded as he was held to a wall by his hair. Ray usually didn't talk to any one about the work his customers did. He kept quiet. It kept him out of the hospital or worse, but seeing that all his customers were bruised and bleeding right now he loosened his lips. No one would blame him. If Daredevil wanted to know something he found out one way or another. He'd never come to see Ray, but the stories Ray had heard scared the shit out of him. The display so far had only increased his fear.

"Ian Franks," Daredevil said in a hard voice. "He got away with murder. Were is he?"

"Ian? Oh man look don.. don't get mad, but you.. you ain't gonna find 'em, Aacck," Ray screamed as his head was slammed into the wall. "NO. No. I'm not hiding him from you. He's hiding, and no one knows where. Your not the only one look'n. See he got paid to wack the Waters guy, but turns out Waters has a friend. Don't know who, but he's important. Anyway, Waters' friend pays some big time hit man to take out Ian. Easy hit, right? Wrong. Turns out Ian's got friends too."

"Kingpin," Daredevil cut in.

"Not the big man himself, but someone right under 'em. Not sure who. Anyway, just before the trial Ian gets wind of the hit. Ian knows he's gonna win the trial, so he makes plans. Takes the money from the Waters hit, sells off all his shit, and disappears. No one knows how, but he just disappears. Poof. Thin air. Not a single bread crumb. He's done it before. Don't ask me how."

He was telling the truth. Daredevil could tell, but he wanted more. "And if I think your lying?" he questioned.

"I'm telling you all I know. Look you come by later maybe I can find out something, but if you wanna find Ian. Its gonna take time. At least until his money runs out."

"Keep talking," Daredevil growled.

"The hit on Waters was just cause he was in the right place right time. Killin's not usually Ian's thing. You know about the rings near the docks?" Ray questioned.

"The fight clubs. What about them?"

"Ian runs 'em. All he knows how to do. That's how he makes his money. When he runs out of money Ian'll open 'em up again. That's how you get 'em. Show up all quiet like, and BAM bust his head open when no ones look'n. Easy money. Just gotta have patience."

"What time do you leave this dump?" Daredevil questioned.

"Usually 'round three," Ray said quizzically.

"Start staying until four," Daredevil said as he released Ray's hair.

"Yeah. OK."

(A/N: That's Chapter Three. Stick that in your pipe and smoke it. As a reference to what Daredevil looks like just use the original. The red custom not the red and yellow. Frank looks like a chubby Matt cause I'm not sure what he really looks like. Not a big Daredevil fan. Also many thanks to Interludes who gave me my first real review. Questions are not reviews Youko-Taichou, but feel free to ask away. Chapter Three gets dedicated to you Interludes for being the highlight of a crappy day. Chapter Four entitled: Invitation, will be up by the end of the month. Please R/R.)


	4. Invitation

Disclaimer: I don't own anything. Marvel does, and I am SO jealous. Also, I obviously don't own the WWE or Rey Mysterio. And for those of you who take the time to read this: No, Peter does NOT join the WWE. I didn't even like the whole wrestler thing, so Macho Man Randy Savage will NOT be guest starring anywhere in this fic. R.I.P. Macho Man.

**Invitation**

Phil hadn't said a word the entire ride to his place. Peter was really starting to worry about what was happening to him. Phil's silence meant it was bad, but it didn't tell Peter how bad or if any thing could be done. Peter felt his heartbeats quicken as Phil unlocked the door to his apartment. When he got inside Phil flicked on the lights and headed past the living room and down a hall way.

"They pay pretty good down at that radiology place," Peter said trying to break the silence. Phil's place was nice. Messy, like him, but nice.

"This way," Phil said. Peter took the hint. If Phil thought this wasn't a time to joke around it really was serious. Phil lead him to the end of the hallway and pulled out another key to unlock the door. He stepped in and turned on the lights to reveal a mini-lab with all the basic equipment need for routine lab work. "I set everything up last night," Phil said walking to a table and picking something up. "What kind of symptoms have you got?" he asked fumbling with something Peter couldn't see.

"Headaches, itching, sore muscles. Nothing unbearable, but .."

"Arm," Phil cut Peter off while holding out his hand. Phil's other hand had a syringe connected to a thin hose leading to a plastic vial. "I need a blood sample," Phil added seeing the look on Peter's face when he noticed the needle. Peter held his arm out and pulled up his sleeve. Phil took Peter's arm and tied it off with a large rubber band. "How long have you had the symptoms?" Phil asked as he cleaned a spot on Peter's arm with alcohol.

"Its happened all weekend, but stopped," Peter flinched as Phil stuck the needle in, "on Monday. I've been fine since.

"Headaches and itching sound about right," Phil said. "Don't know about the sore muscles."

"Right for what?" Peter asked.

"Radiation poisoning," Phil said switching the vial half-full of Peter's blood for a larger empty one. "Hold this," Phil added handing the new vial attached to the hose to Peter. "It's not for certain. This first test will tell us for sure." Phil walked back to the table he'd gotten the syringe from and picked up a dropper full of some brown liquid. "This is a mutated bacteria like organism that feeds on radiation. When it eats radiated materials it turns a murky blueish color," He said holding the dropper up and emptying it into the vial. "This is how we find out if you've got radiation poisoning. It's gonna take a minute though." Phil set the vial in a holder and came back to Peter taking the now full second vial from him. "This is in case you are poisoned. We need it for more tests." Phil removed the needle from Peter's arm and detached the tube from the vial and closed it.

"What happens if I am?" Peter asked nervously.

"No way of knowing till we find out how bad it is. Worst case scenario you," Phil's gaze moved past Peter to something behind him. "How the hell did... ?" Phil's face was stuck in a baffled confused look as he headed back to the first vial. Peter fallowed not sure what was going on. Phil held up the vial for Peter to see. It was a bright shade of blue that was almost glowing. "I don't get it. The bacteria's only supposed to eat radiated materials, but it ate everything."

"What does that mean?" Peter asked.

"I would guess you have radioactive blood," Phil smiled. "But that can't be right. You'd be dead. Human blood cells and therefore humans can't be radiated past certain points without being destroyed. This," Phil held up the now blue vial, "is well past the limits of radioactivity that humans can handle. By all means you should be a... hell I don't no, but.. not... alive."

"So what's going on at the Radiology Center? How'd this happen?" Peter asked fear creeping into his voice.

"OK. So um... You remember that story I told you about Dr. Drew's Daughter?" Phil asked.

Peter nodded, "Yeah. Car crash."

"It's bullshit. Cover up. Sometime twenty... thirty years ago some asshole fucks up and puts a check mark where it doesn't belong. One of the old machines they used back then was being retired, but to retire any machine that uses anything radioactive you have to take it apart and remove anything dangerous. IE anything radioactive. Somehow, one of the machines gets marked as clean when it's obviously a very dirty girl. Problem is, this never gets fixed. Fast forward to a little over two months ago Dr. Drew's daughter and some friend of her's are hanging out in the old museum section of the Radiology Center when the aforementioned machine goes boom. We still haven't figured out why."

"Yeah, yeah. Get... get to the part where I have radioactive blood," Peter impatiently cut in.

"Chill. I'm getting there," Phil responded. "Anyway the machine goes kabloowy, and the two girls end up comatose. This begs the question: Why didn't I hear about this? Two pretty high school girls are in comas cause of an accident caused by someone's neglect, and it doesn't make the news. Not likely. This making the news would reflect very poorly on someone. Probably the owner of the Radiology Center. Who, at the time of the accident, happens to be running for mayor."

"The Mayor gave me radioactive blood?" Peter asked.

"No. The other guy. The one who lost," Phil corrected. "He doesn't want the bad publicity this is gonna bring, so what does he do? He buys everyone off," Phil says motioning to everything around him with his hands. "Waste of money seeing as how he lost, but he's rich so who cares. Anyway he gives the families of each of the girls like five million. Plus he covers all the hospital bills. Then he pays off any of the staff," Phil motioned to himself admitting guilt, "who know about the accident so they'll keep their traps shut. Then he calls in a crew that's good at staying silent and cleans the whole thing up in one night. This brings us to you. My guess: when you were here you came into contact with something and got a radioactive love tap. However; this explanation fails to explain how you, a guy who was there for like an hour, have radioactivity thats off the charts but shows no nasty side effects. While others, who have been here a lot longer, have no signs of radioactivity, or why others who do show signs of radioactivity, that are a lot less severe mind you, are comatose. This poses the question: why aren't you dead or at least in a coma? What makes you so special? Also how did you know whatever was wrong with you was wrong with you because of something that happened at the Radiology Center? When you called last night I assumed you already knew all this, but that doesn't seem to be the case. So what's up?"

Peter stood on his left foot as he began taking off his right shoe and sock. "Right. The first question I can't tell you what's up, but the second," Peter switched feet, "Well, you remember that spider I got bit by?" Phil nodded with a confused look on his face. "Yeah, check this out," Peter said tossing his left shoe and sock aside. He then walked to the nearest patch of clear wall and placed his right foot flat against it. "Now, don't... freak out alright," he said turning his head back to Phil. Phil nodded, still not sure where this was going. Peter turned back to the wall and pushed off with his left foot, but instead of falling on his butt like one would expect he stood there on the wall standing perpendicular to Phil who was dumbstruck. Peter looked at him smiling. "That's not all," Peter said walking up the wall and stepping up to the ceiling. "Last night," he said walking over to Phil. "I went into the garage and pick up a car," Peter sat down on the ceiling so that he and Phil were eye level, "A CAR. How fucking cool is that?" Phil didn't respond. He just stood there looking up at Peter with a dumbstruck expression on his face. "Phil? Phil?" Peter asked waving his hand in Phil's face. "Come on don't zone out on me. I need to know what this doing to me?"

Phil continued looking at Peter with the same dumbstruck expression. After a few seconds he opened his mouth to say something but closed it again. He then rubbed his eyes to make sure he wasn't hallucinating. He wasn't. "And your... sure it was the spider?" Phil asked.

"What else could it have been?"

"OK. Sooo... new theory, and this is a whole mess of guesswork cause I have no clue what's going on," Phil explained. Peter nodded. "I'm gonna say that that spider was around when that old machine blew, and started swimming around in some radioactive goo. I have no clue what that goo did to the spider, but it did something. When said spider bit you it injected you with not only some of its DNA but also some of the trace radioactivity that was still in its system. The radioactivity unwound your DNA and the spider's DNA and started"

"Rewriting my DNA using both mine and the spider's," Peter finished Phil's sentence. "Yeah I figured that part last night. What I need help with is finding out if it's done with its cut, copy, and paste routine. What all is this new DNA gonna do to me. Will it hurt other people if I get near them. Am I still human. Can I still have kids someday. Are people gonna be reading about some freakish giant man-spider terrorizing New York in the Bugle next week. Fill in some blanks for me," Peter pleaded.

"Working under the assumption that you want to keep this secret," Phil guessed.

"Yeah," Peter said as if it were obvious. "If people find out they may try dissect me or something."

"I'm gonna need more blood, and the spider. Please tell me you still have the spider." Peter nodded. "Good. I'm gonna need you to get it to me ASAP. Now to know what this is gonna do to you I'm gonna have to map your DNA. I have to break you down to your most basic components and then rebuild you on a computer to see if the finished product is something out of a nineteen-fifties horror flick. That in mind, you gotta understand that it's gonna take time. I'm a doctor not a biochemist. I mean thousands of scientists have been trying to map human DNA for years, and they just barely finished. It's gonna take time for one guy to map... radioactive-spider-blood."

"Good," Peter said. "As I recall a spider's DNA has already been mapped too, so half the works already done. What about me, now? Am I dead by tomorrow or what? Do I need to be quarantined?"

Phil held up the blue vial, "If _this_ hasn't killed you by now, it's not gonna. I say your safe to go out in public. Just avoid making out, having sex, or any other exchange of bodily fluids until I see what all is happening to you."

"No sex. That's gonna be hard," Peter joked.

"I'm sure you'll live," Phil said with a smile. "Now... what else can you do?"

Peter smiled. "Check this out," Peter said flipping down from the ceiling and landing with graceful ease in a weird three-point stance. Phil held up his hands and gave a small clap. "That's not all," Peter added. "Last night a ran at least three miles without breaking a sweat. Plus, like I said before, I lifted a car."

"Any spider telepathy?" Phil joked.

"I don't think so," Peter played along. "I had that spider out for a while and it didn't say a word."

"That's disappointing."

"Yeah."

"How's your reaction time?" Phil asked.

"What?" Peter asked.

"Spiders have a weird brain chemistry. Compared to humans their brains process information up to..."

"Fifteen times faster then normal humans," Peter cut in. "Found that on the Internet. I imagine it's around fifteen times faster. I almost got hit by a car yesterday. Got out of the way pretty quick. Weird part is I didn't even see it coming. I just... knew it was there, and that I needed to get out of there. Care to enlighten me?" Peter asked.

"I'm at a loss. I can't start to tell you anything till I have that spider and I've finished checking out your blood, and that's gonna take time."

"I assume the faster you have that spider the sooner we know what's what? Peter asked. Phil nodded. "Then I should get home so I can get you a spider."

"Want a ride?" Phil asked.

"No, I'm good." Peter said heading to the lab's door. "Besides you need to start working on my blood. See you later tonight."

"Yeah."

**Forest Hills**

Ben Parker and his wife May were sitting together in their home enjoying one of the few quite moments life afforded the people of New York. Ben sat in his chair reading the paper and giving the baseball game on TV the occasional glance, while his wife may sat reading a catalog for a department store. After a moment or two, May put down the catalog. "Ben."

Ben looked up from his paper. "Yes?"

"I was just wondering how Peter was doing? He doesn't seem to act the way he used to. It's starting to worry me," May said with sincere concern.

"He's doing a well as he can. You don't lose your family without going through some changes."

"Yes, but he doesn't seem to be doing anything. He's not enjoying himself. I think he may be depressed. Do you think we should send him to a doctor?"

"Of course he's a little depressed May. Probably got a little survivor's guilt too, but the boy does not need a doctor. Got a better head on his shoulders then most anyone I know. Just give it time." He said going back to his paper.

"That's your answer for everything," Many countered.

"Only when it's the right one."

**Manhattan Theater District**

Peter had a reluctant smile on his face when he'd left Phil's apartment a few hours ago. Most of his former worries were at ease. With Phil's help, he was sure he was going to come out of this alright. One thing was still running threw his head. "_What do I do with spider powers,_" Peter thought to himself. "_Bet I could make bank as a wrestler. I'm sure Vince would hire me. I'd could be the next Rey Mysterio. The WWE wouldn't know what hit it._" Peter jokingly thought to himself. "_Naa. I'd hate to run around in public wearing nothing but dorky bright primary colored tights._"

"PETE. PETE. Over here."

Peter postponed his thoughts to turn his head to find Debra Whitman sitting on a bench by herself. He figured Phil would get the spider by tonight either way so he went to join her. "What's up?" He asked as he took a seat next to her.

"I just finished a date," she responded with a smile.

"Hmm. And what does Marcus think of this?" Peter asked.

"Don't know. Didn't tell him."

"Blasphemy," Peter said in mock shock. "Anybody I know?"

"This gorgeous guy from school named Ned. We went to a movie. FYI: The Day the Earth Stood Still _blows_," she said giving a thumbs down. "Wast of time. Not that I spent the much of mine watching it," she added with a smile.

"I know. I saw it with my uncle. Wanted a refund," Peter agreed. "Gonna go out with him again?" Peter asked.

"Yeah we're gonna go out to eat this weekend."

"Everybody loves food," Peter commented.

"Why weren't you at school?" Debra asked.

"Skipped."

"What for?" Debra asked.

"I was visiting a friend. Speaking of which, I've gotta get back home, so I can take him something before night," Peter said getting up.

"Ditching me Mr. Parker?"

"You can come if you want," Peter shrugged.

"Cool," Debra said getting up. "I love it when friends have me over for tea and cookies. Lead the way."

"We're heading toward Forest Hills," Peter said as he began the walk home.

"No car? No cab?" Debra asked following him.

"Cabs are for people who waste money and hate exercise," Peter responded.

"Is that code for I'm cheap or I'm broke?" Debra joked.

"It's code for no one likes lazy people."

"Yeah, well I think," Debra stopped and looked back at Peter. "What's up?" Debra asked with a curious look.

"Somethings wrong," Peter said. He had suddenly stopped in the middle of the sidewalk with an anxious look on his face. "_What is this?_" Peter thought to himself. "_Something bad is about to happen. I can feel it. It's coming from... behind,_" Peter turned his head just in time to see someone rush past them knocking Debra to the ground.

"Oww, that hurt," Debra said with a pained expression as Peter helped her up.

"You OK?"

"Yeah," Debra said as she began to straiten her muffled shirt, "but I swear the assholes in this city get worse and... Hey, MY PURSE! That guy took my purse."

"Don't worry," Peter said looking off in the direction that the thief had run off into."I got it." With that Peter took off before he could hear Debra's response. Peter was amazed at his speed as he weaved his way around the people crowding the sidewalks. He moved in and out as fast as he could dogging them all with ease. Despite Peter's new abilities he was having a little trouble catching up to the thief. The guy that had taken Debra's purse was small but quick, and he'd gotten a slight head start. Peter cleared the crowd of people just in time to see the guy turn left into an alley. "_Guy's done this before,_" Peter thought as he turned the corner. "_He had his escape route already planned._" Seconds later, after turning into the alley Peter got his first good look at the guy as he used the straight away down the alley to close the distance between them. He looked pretty young. Maybe a little more the a year older than Peter. He had short black hair and a red shirt with blue jeans on. Peter was half way down the alley when the thief turned his head to see if he was being followed. The sight of Peter caused him to panic. He picked up his speed and turned right down into another alley. Peter followed as fast as he could. It wasn't until he turned into the second adjoining alley that the thief had taken that his confidence took a tumble. There was no sign of the thief, and there were several different paths he could have taken: one on the left, one ahead, and two to the right. Peter had no clue which alley to take. "_Crap. Which way did he go?_" Peter thought as he stopped to try and make a decision. "_Come on Pete, he's getting away._" Peter was about to go left when he suddenly stopped. Something in him was saying to go right. Peter didn't know how to describe it. He didn't know why. He didn't know how, but he knew the thief had went right. He wasted little time before continuing the chase. The next fork gave Peter even less trouble. He ran straight past it somehow knowing he needed to go straight. Peter took another right turn before he slowed down. "_He close,_" Peter thought. "_I know it._" Peter kept his footsteps silent as he moved along the wall of an old theater heading towards the next turn were the alley dead ended. "_Now were is he?_" Peter thought stepping around the corner. He ducked just in time to avoid a knife slashing at his head.

"Congrats. You caught me. Now what are you gonna do?" the thief teased as he pointed his knife at Peter.

"Just give it back," Peter said in firm voice.

"Take it," the thief challenged.

"Fine," Peter nodded. What happen next was over in an instant. Peter rushed the thief faster then any normal kid his age should have been able to. He grabbed the thief's wrist that held the knife with his right hand and pushed it safely above their heads, and punched the thief in the side of the head with his left. Peter watched surprisingly as the thief lifted off the ground and spun in the air twice before hitting the ground. Peter reached down and took Debra's purse from the unconscious thief's hand. "Thanks," he said with a smile. He also grabbed the knife and walked off returning to where he had left Debra. "_Hit him harder then I expected,_" Peter thought to himself. "_I should probably learn to pull my punches._"

Somewhere in the abandoned theater that overlooked the alley Peter had just left a smiling man pulled out a cellphone and quickly dialed a number. "Hey, it's Ian. Call some of the boys. We got a fight soon, and I just found the winner."

Debra sat alone at the bench where she first ran into Peter wondering if he was alright. "_What a stupid thing to do,_" she thought to herself. "_Idiot probably got himself killed._" Debra pulled out her cellphone to try calling him again.

"Who ya calling?" Peter asked taking a seat next to her.

"_You_ idiot. Why didn't answer?" Debra asked anger written on her face.

"Phone's at home," Peter shrugged. "Here," he added handing her her purse.

"How'd you get back?" Debra asked in shocked disbelief. "What happened?"

"Guy threw it me when he saw me coming. All I had to do was pick it up. Easy," Peter lied. He'd left the thief where he was and tossed the knife in a dumpster. Then he'd found a pay phone and called in an anonymous tip.

"He threw it at you. No guns or anything?" Debra questioned.

"No," Peter shook his head.

"Lucky idiot. Next time just let 'em have the purse. It's not worth getting killed over," Debra said putting her phone away. "I called my brother and told him to come get me. If you can hitch a ride if you want."

"Naa. I'm gonna walk.," Peter said getting up. "See ya."

"Later,"

**Murdock and Murdock, Hell's Kitchen**

Matt Murdock sat at a shaggy looking desk with files pilled high all around him. He had just finished updating his recent cases when his private phone rang. It was a number he rarely gave out. Whoever called it wasn't looking for Matt Murdock. "Talk," he answered in a cold hard voice.

"It's me Ray," came a nervous voice. "Y.. You told me to call when I had someth'in on Franks."

"Close early today," Matt ordered.

"How early?" Ray nervously asked.

"Now."

**Forest Hills**

"_There it is again,_" Peter thought as he continued making his way home in the dark. His walk had taken a bit longer than he'd thought, so Phil would have to wait till tomorrow to get the spider. This, however; wasn't what worried Peter. He'd been getting an unnerving feeling the entire walk back. It came and went in an almost regular pattern. He'd ignored it at first, but he was almost home now. If something bad was going to happen he didn't want it to happen at his Aunt and Uncle's. Peter stopped in the middle of the empty sidewalk and looked around checking his surroundings. "_Where's the problem,_" Peter thought eying every possible hiding spot. His gaze stopped near some tree's hidden in shadows. Something said they were the problem.

"Good eye," came a voice from the darkness. Peter's body tensed up as someone stepped out from the shadows. "When'd you find out I was following?" a smiling man asked walking towards Peter. He could tell this guy was trouble even without whatever was telling him all the things he shouldn't know but did. The guy looked menacing. He had long greasy blond hair, black eyes, and ragged clothes that looked like they may have been nice at one time.

"Since the we left the city. I just didn't where you were. What do you want?"

"Chill kid I'm not here to hurt you. I just wanna talk," He said holding up his hands walking closer to Peter.

"What about?"

"Your little scuffle in the alley. Good stuff. Honestly I thought I was gonna see your picture in tomorrow's obituary, but you showed me otherwise," He said as he stopped about seven feet from Peter. "You looked like you had fun."

"What do you want?" Peter demanded.

"To the point. OK. I can respect that. I wanna give you an invitation," He said pulling out a small card. "Friday night, at this address, me a some friends are gonna watch a few fights. I want you to fight."

"Why?" Peter asked.

"Cause you'll win. I don't know what you did back there, but if you do it Friday it's a quick five grand. Two even if you lose, but that won't happen," He said with a smile. "Here," he said putting the card on the ground in plain sight, "I'll leave this here. Be at that address at the time it says on Friday. If you want. I ain't forcing ya. I'm gonna turn around and leave now. See ya around kid."

Peter watched him leave. He stood silently not moving for a few minutes after he was out of sight. Nothing was telling him the card was unsafe. With cautious steps Peter walked over and picked it up. The front was nearly blank except for the words _Ray's Bar_ written in bold black. The back had an address and a time written in an untidy scroll. "_That doesn't happen every day,_" Peter thought.

**Ray's Bar, Hell's Kitchen**

Ray stood alone near the back door of his bar waiting. He'd done as he was told and closed early much to the displeasure of his regulars. He'd been waiting for about ten minutes when his visitor arrived.

"What have you got?" came a cold hard phantom voice from nowhere.

Ray jumped at the unseen greeting. "Ia.. Ian he's gonna have some fights soon. Friday," Ray said searching the shadows for Daredevil.

"Where?"

"This old abandoned warehouse near the new Oscorp factory. He isn't gonna get that many people, so I figured this one would be the best one for you to interrupt," Ray said still searching.

"Good. Now go home."

(A/N: That's chapter four. Sorry it's a day late, but hopefully it's not a dollar short. I didn't have any questions or new reviews, so I got nothing to say but hope you enjoy. Please R/R.)


	5. Decisions

Disclaimer: I don't own anything. Marvel does, and I am SO jealous.

**Decisions**

"I'm not made of money. At this rate, I''ll be bankrupt by the time I'm twenty," Peter complained as he followed Debra and Ned throughout the mall. His hands were full of bags filled with clothes Debra had forced him to buy.

"Look on the bright side. For the next.. three years?" Debra guessed. Peter nodded. "You'll look _great_. Besides your clothes are getting too small anyway." Peter smiled at that. If there was anything to be happy about it was the fact that he was now too big for clothes he'd always been able to wear, and it wasn't because he'd been eating everything in sight. He looked like he'd been lifting weights for years. "Don't complain. You asked me to come with you, so I did. Not my fault you didn't know that meant I was gonna spend all your money. Where'd you get all this cash anyway?" Debra asked looking threw his wallet.

"My last few paychecks at my old job," Peter said.

"Can you put in a good word for me?" Ned joked as he watched Debra count the last of Peter's money.

"You know how to program AI and maintain websites," Peter asked.

"No," Ned shook his head. "All that computer stuff sounds hard."

"It's not. Computer freaks just use big words to intimidate people who don't know what they mean. It's just a butch a simple math," Peter explained. "Can I have my wallet back?" Peter asked Debra.

"No. I'm being nosey," she answered as she flipped through everything inside. "Ooo, who's this?" Debra said with a smile as she pulled a photo out of Peter's wallet.

Peter watched as she held the small photo up so she could see it better. "Her names Betty. Let's get some food."

"What's with you Pete. Always eating lately. Your gonna get fat. Betty's cute by the way. Hair's a little too 1950's, but she's still cute," Debra said replacing the photo. "Did you guys have anything going on?"

"Food," Peter responded.

"You just ate. Besides we still have half a mall to go through, and a bunch of _your_ cash to spend," Debra said waving Peter's wallet in front of him.

"Actually, I could eat too," Ned cut in.

"Men. Always with their stomachs," Debra sighed. "Fine. Food court it is. Lead the way," she added waving her hand in the direction of the food court. Peter followed as Ned lead the three of them threw the thick crowd of mall goers that blocked their paths. He picked a corner table in the vacant section of the food court. "So what do we want?" Debra asked after they had all taken a seat. "Anyone says seafood and I'll leave."

"I'm leaning towards pizza," Ned responded.

"I knew there was a reason I liked you," Debra said getting up with Peter's wallet in hand. "Pepperoni OK?"

"Fine with me," Ned answered. "Pete?"

"I'll take a medium," Peter said eying his wallet. "Am I gonna get that back?"

"Maybe. One medium and a small coming up," Debra said before turning and heading off towards the pizza place.

Peter and Ned sat alone in awkward silence while they waited for Debra to return. "You just moved here?" Ned asked.

"Yeah, about a month ago," Peter responded. "Had to move in with my Aunt and Uncle."

"Been friends with Debra long?"

Peter raised and eyebrow at that question. "Are you trying to figure out if I'm competition?"

Ned laughed. "Actually I was just seeing if I was getting in the way. If you were gonna ask her out I could back off and."

"Don't worry about me," Peter cut him off. "Were just friends. Besides, evidently the only girls I can get are the ones with the hideous 1950's hairdos," Peter joked.

"Ohh! That's _cold_ Pete! A supermodel Betty was _not_, but a _great_ set of legs she _was_," Peter heard a familiar voice say from behind. "What's up, Pete?" Philip Chang said taking a seat next to Peter.

"Hey Phil. What's with the box?" Peter asked noticing the large box Phil had set next to his chair.

"We'll get to that later. Back the Betty subject. If you want, I could call a few friends and scrounge up a phone number for one lovely young Miss Brant," Phil offered. "I'm sure someone still has it. Cause she totally wanted you Pete."

"I'm good. Ned. Phil. Phil. Ned," Peter said pointing at each of them as he introduced the two. They both gave each other a small nod. "What's in the box?"

"Ahh. You keep your eye on the prize. I like that. _This_ is my comic collection, which is now worth twice as much as it was worth this morning," Phil said with a triumphant smile.

"You still have those," Peter asked. "I thought you sold 'em all."

"Heavens no. I'm gonna retire on these babies."

"Why are they worth twice as much now?" Ned asked.

"What?" Phil asked as if it were obvious. "You guys didn't hear?"

"Guess not," Ned replied.

"Sorry," Peter shook his head.

"Children these days," Phil muttered. "The Comic Shack up on the third floor is having a autograph signing. Stan Lee is there right now contractually obligated to sign anything you put in front of him."

"Hey isn't Stan Lee that reporter that all the superheros get to write about them?" Ned asked. "Since when does he write comic books?"

"Since forever. He used a pen name when he first started, so people didn't find out it was him till a couple years ago," Phil explained. "So you guys getting food or what? I'm starving."

"Getting. Got. What's the diff?" Debra asked returning to her seat with the food.

"And she's not just a pretty face but also a mind reader," Phil said with a smile. "Way to pick 'em Pete."

"I don't know. If I don't get my wallet back soon we might have a problem. Debra. Phil. Phil. Debra," Pete said as Debra handed him his pizza.

"Hi," Debra smiled.

"Hey," Phil nodded. "Mind if I steal some food Pete."

"And you can't buy your own because?" Debra asked.

"I hate paying for food. It just seems wrong to me."

"Your gonna starve with that attitude," Ned joked.

"You'd be surprised how easy it is to get a free meal. Especially with good friends like Pete here," Phil said patting Peter on the shoulder.

"Go ahead."

"See. Easy meal," Phil said taking a slice.

"So does Stan still right for the papers?" Ned asked as they all began their meal.

"Who," Debra interrupted before Phil could respond.

"Stan Lee. The guy who did all the reports on the superheros," Peter explained.

"No. He just does the comics now," Phil answered Ned's question.

"Wish I could have done those stories," Ned commented, "It would have been awesome to meet all those heroes."

"Please," Phil said with a mouthful of pizza. "I bet most of them are jerks."

"They can't all be jerks," Debra corrected.

"Who cares," Phil shrugged. "I don't need to meet them all. The Invisible Girl will suffice."

"Why the Invisible Girl," Debra asked. "She's only been around for like six months, and the other members of the Fantastic Four do all the work."

"Who cares. The chicks a super powered mega hotty who's single and will be eighteen in seven months, "Phil said with a smile on his face.

"What a waste. You get to meet any superhero and you pick the Invisible Girl cause she's a _mega hotty,_" Debra said mocking Phil.

"I'm a guy. What can I say?" Phil smiled. "Who would you pick?"

"As a mega hotty or to meet?" Debra asked.

"Just pick your favorite."

"Not sure," Debra shrugged. "I try to avoid all that superhero stuff."

"And _that_, my friends, is what's wrong with America today," Phil shook his head with a remorseful look. "What about Ned over here. Humor me. Just pick one."

"I always wanted to meet Captain America," Ned smiled.

"Old school, I can respect that," Phil said nodding. "Pete. This one I like," Phil said pointing at Ned. "Not sure about the other one," he added shaking his head.

"She brought pizza," Peter pointed out.

"That'll only get you so far," Phil joked. "Should we give the young lady another chance? Has she made up her mind?"

"Losers. All of you," Debra said rolling her eyes. "Daredevil."

"Daredevil. OK. I can see that," Phil nodded.

"What does it matter anyway?" Debra asked.

"Like there's anything else exciting going on," Phil responded. "Besides I like talking about superheros. It's fun."

"What about Pete?" Ned asked.

Phil let out a smile. "Young Peter here," he said grabbing Peter's shoulder, "has had this conversation with me many a time and has never changed his answer."

"Who?" Debra asked.

"I always liked Ms. Marvel," Peter admitted.

"And I thought there might be something wrong with you," Phil laughed

"_Gee_, I wonder why?" Debra asked in a sarcastic tone.

"This begs the question. How'd you feel about the recent costume change?" Phil asked Peter with an evil smile.

"No comment," Peter said grabbing another slice of pizza.

"Figures," Debra mumbled.

"It's a nice costume," Ned said earning a look from Debra.

"Plus it doubles as a bikini," Debra said sarcastically. "There's no reason to fight crime half naked."

"Who cares," Phil shrugged. "Black is so much better on her than red, and I for one am grateful that she takes the time to consider her fans when she designs her new costumes." Phil's face then changed to a curious expression as if he were thinking of something. "Do you think they make their own costumes, or is there like a guy they call or something. Cause I don't see Thor being too handy with a needle."

Phil question was interrupted by a phone going off. "That's me," Ned said getting up. "Excuse me for a sec," he added leaving the table.

"So you guys out of school yet?" Phil asked.

"Just finished," Debra smiled. "Thank god it's over. I needed a break."

"Be grateful you still have another year. The _real_ world. Sucks," Phil smiled. "Everyone is so cruel. I miss being a kid."

"You could always run off to Never Land," Debra joked.

"I wish."

"Sorry guys. Bad news," Ned said returning to the table. "I have to pick up my sister, so if you want a ride we gotta go now."

"Darn," Debra said getting up. "A good day cut short."

"If you wanna stay Pete. I could give you a ride," Phil said as Peter was getting up.

Peter caught Phil's eye as he said this. "Sure. Thanks."

"See ya around Pete," Ned said.

"Bye Pete,"Debra smiled as they headed for the exit.

"Later," Peter responded.

"Nice friends," Phil said when they were out of earshot. "So, how'd last night go?" He asked Peter.

"Had a blast," Peter smiled. "Went back to that old building you told me about. I got on average on my jumping."

"Am I gonna be impressed?" Ned asked.

"Twenty feet high, forty feet far," Peter bragged.

"Awesome," Phil smiled. "Not quite what I calculated. Course those calculations are just based on the proportions of a spider."

"Give it time. I still got some growing to do."

"Good point," Phil nodded, "and you may not be done changing. Find anything heavy to lift?"

"Besides cars? No," Peter shook his head. "They're not too heavy, but they shaped too awkwardly to lift more then one, so for now, I have no clue what my limit is."

"Sucks," Phil frowned.

"And the wall sticking is a lot more potent then we thought."

"Really?" Phil asked with a curious look.

"Yeah. Steal beams give before my hands moves," Peter explained. "So far, if I want to stay put. I stay put."

"Good to hear," Phil nodded. "Now you don't have to worry about falling out of roller coasters."

"How are your chores coming along?" Peter asked.

"Not too bad. The computer does most of the work. I just make corrections and tell it whats what. Our 3D Peter should be done in a few months," Phil explained. "In the meantime I thought I'd check out Bruce."

"Bruce?" Peter asked.

"The spider," Phil explained.

"You named it? Bruce?"

"You don't like Bruce?"

"Whatever, it doesn't matter," Peter waved his hand. "What have you found out."

"Nothing," Phil shrugged as if it were obvious. "I haven't started."

"Why is that?" Peter asked impatiently.

"I'm lazy," Phil shrugged. "You should know that by now. You done?" Phil asked pointing at the now empty pizza boxes.

"Yeah," Peter said getting up. "Let's get out of here," he added grabbing his bags.

"Wanna come over tonight and see what makes Bruce tick?" Phil asked following Peter.

"I might have plans," Peter responded. "I haven't decided."

"Good plans?" Phil asked. "Do I care?"

"Earning some money."

"Sweet," Phil smiled. "Pay good?"

"Too good," Peter responded.

Phil caught Peter's hint. "Am I right in guessing that this job is a little left of the line marked legal?" Peter nodded. "Any chance of you getting caught?" Phil asked.

"Not sure," Peter asked opening the door and leaving the mall with Phil behind him.

"This wouldn't involve you displaying some spider-like tendencies would it?" Phil asked. "Nobody knows right?"

"No," Peter answered. "At the most somebody knows I can drop a guy real quick."

"Your not robbing a bank or anything like that right?"

"No," Peter responded.

"If the pays good and you can get away with it, go for it," Phil shrugged. "And split the money with me of course."

"Don't you already have ill gotten gains?" Peter smiled.

"Always room for more," Phil smiled. "Hello beautiful. Did you miss me?" Phil asked as they approached his car.

"You talk to your car?"

"This is not just a car," Phil said clicking the alarm. "This is Bumble Bee."

"We all saw Transformers," Peter said getting in the passenger seat. "How you afford this anyway."

"I didn't," Phil answered as he got into the car. "I'll owe money forever, but it was worth it. Wasn't it Bumble Bee?" Phil said with a smile. "Where to? Your uncle's?"

"No," Peter shook his head. "Drop me off near that new Oscorp building."

"Gonna go earn some cash?" Phil asked.

"Yeah, why not."

**Murdock and Murdock, Hell's Kitchen**

"So the Kingpin didn't bail Ian out?" Frank asked Matt as he grabbed two small clubs from the a rack on the wall.

"No. He's hiding from everyone," Matt answered putting on his gloves.

"So this'll be easy?" Frank asked.

"Maybe."

"Any problems last night with the new clubs?" Frank asked handing the clubs to his brother.

"No they worked fine. Didn't run into much trouble," Matt answered placing the clubs in a pouch on his leg. "Few crooks. Nothing worth using them."

"Good luck," Frank said leaving the room.

"Thanks," Matt muttered as he pulled down a red horned mask.

(A/N: That's Chapter five boys and girls. Many thanks to those of you who read. Chapter 6, entitled: 'It's All Fun and Games,' will be up soon. Featuring Peter's first run-in with _Daredevil_. Any questions or comments should be questioned or commented. I will be happy to answer or listen. On to character descriptions. Betty looks like her original counterpart from Amazing Spider-Man, but she won't actually be seen for a while so it doesn't really matter. Sorry to those of you who miss her and Peter dating. As for Ned Leeds. He's got blue eyes and blond spiky hair. He's reasonably well built, and the ladies really appreciate his looks. He's a good guy that people can't help but like. Not that that matters either, cause for _now_ he won't be important. ANNND! That's it. Peace. Please R/R. No seriously, review.)


	6. It's All Fun and Games

Disclaimer: I don't own anything. Marvel does, and I am SO jealous.

(A/N: I'm thinking some people may not know the difference between what people are saying and what people are thinking. Even I have to refer back, sooo what people are thinking to themselves will now be put in _Italic_. Oooh fancy. There, people can never say I don't think of the readers.)

**It's All Fun and Games**

Peter sat alone on the top of a three story building overlooking the location of the address given to him. After Phil had dropped him off, he'd climbed the nearest building to check out the old warehouse that the address had led him to. He didn't plan on walking in blind. The warehouse itself was pretty big, old, obviously abandoned, and in an uncrowded district. "_Perfect place for illegal fights,_" Peter thought as he starred down at the building. No one arriving looked incredibly dangerous. They all looked like construction workers: big, dirty, and eager for a fight. As the sky began to darken Peter pulled out the card he'd been given a few days before. "_Five minutes,_" Peter thought. "_Obviously we can't hold our illegal fights in broad daylight._" Peter had just turned and begun heading for the alley so he could climb down when his phone rang. He thought about ignoring it but answered anyway.

"I stole your wallet," Debra's voice came from the other end of the line as soon as he put the phone to his ear..

"Thief," Peter accused jokingly as he began taking off his shoes.

"Want me to take it to your house?" Debra asked.

"I won't be their, but you can if you want," Peter answered.

"Were are you at?" Debra asked curiously

"I'm staying at Phil's tonight," Peter lied. He'd given Aunt May and Uncle Ben the same story. Phil had already agreed to cover for him.

"Oh, you wanna come over and grab it whenever you go home," Debra asked.

"Sure," Peter said climbing over the building's ledge and beginning the short climb down. "I'll get Phil to take me there before he drops me of at home."

"Cool see ya tomorrow."

"Later," Peter said before closing his phone and turning it off. When he reached the ground, Peter took a minute to put his shoes back on before stepping out of the alley and heading toward the warehouse. "_Wonder where that guy is?_" Peter thought as he crossed the street. "_I might have trouble getting in without him._" Peter kept his head up as he approached the door and the two men guarding it. They were staring holes through him by the time he arrived at the door.

"You got a favorite bar, kid?" one of them asked when Peter arrived.

Peter raised an eyebrow at the question. "_I'm a teenager,_" he thought. "_How am I supposed to have a favorite bar?_" The pin dropped seconds later. The card, he remembered, it was from a bar: Ray's Bar. "Yeah," Peter said nodding. "Ray's."

"Ian likes that place too. You should meet 'em," he said opening the door. "Up the stairs on the left. Knock first."

"Thanks Jeeves," Peter joked as he entered the building. "_Losers,_" he added silently to himself. Peter walked into a short dark hallway that led to a wide open space where he could hear dozens of men shouting. "_Darn, missed the first fight,_" Peter joked to himself. Peter took a raggedy set of stairs leading up to what used to be an observation room. When he reached the top he found a large steel door that had obviously been added recently. For a second he thought about knocking, but then he just turned the knob and went in. Surprisingly, the inside didn't match the outside. Someone had spent some serious money to make sure that they lived comfortably. Peter found who he was sure was the guy who'd given him the card sitting on a black couch having a drink. An irritated look quickly shifted to a smile when the man realized who had come in.

"HAHAA," the man laughed holding up his glass to Peter. "Thought you wouldn't show," He added downing the last of his drink. "How ya been?" He asked getting up.

"Can we just get this over with?" Peter asked.

"Fine," Ian shrugged. "Just one question. What you did in the alley. You can move like that again right? Anytime you want? Cause that was lightning." Peter nodded. "Good," he said with a smile. Here's how it goes," Ian said heading toward a window and motioning for Peter to follow. "There's a squared circle down there," he said pointing it out to Peter. Peter looked down and saw a large white square painted on the floor with two men inside fighting. They were surrounded by dozens of man cheering them on. "You go in, you fight, you don't leave till it's done."

"Time limit?" Peter asked still starring at the fight.

"Nope. Take as long as you like, or make it short. I get paid either way," Ian said with a smile.

"Betting a lot on me?" Peter asked giving a voluntary flinch as one of the fighters landed on his head ending the fight.

"Your a kid. No one 'll see your win coming," Ian said walking to the door. "Ready?"

Peter turned his head toward Ian a little surprised to feel a smile on his face. "Let's go," he said following Ian out the door. Peter was lead down the old rickety stairs and back to the dark hallway he'd went down earlier. Peter felt his heartbeat speed up as he followed Ian out of the hallway and into the warehouse's main section.

"I like the smile kid," Ian said as they walked. "Makes you look cocky. Confident. Gets in their heads. Always an advantage. Take any advantage you can get in a fight."

"Thanks for the tip," Peter muttered.

"HEY BOYS," Ian shouted to get everyone's attention. "I got a special surprise for ya." Peter followed Ian as he lead him through the crowd of viewers to the center of their makeshift ring. He took Ian's advise and kept the smile on his face as he stared back at the men who were now watching him with curious eyes. "Tonight, and tonight only, I'm giving twenty-to-one odds on my fighter against the first man who challenges."

"Who's your fighter?" someone shouted from the crowd. Others nodded curious as to what brought on these great odds.

"This guy here," Ian responded with a smile as if it were obvious. The was a small murmur of chuckles throughout the crowed.

"HEY. This ain't bring your kid to work day," someone in the back joked. He got a fair share of grins and laughter.

"You sound confident from all the way back there," Peter smiled. There was a short silence as Peter waited for a response.

"I'LL SOUND A LOT MORE CONFIDENT WHEN I'M KICKING YOUR ASS," the man shouted making his way throw the crowd that had now begun screaming and hollering in anticipation. He was tall, bald, and, despite a small gut, incredibly well built. Seeing his clothes: dirty jeans, a gray shirt, and flannel Peter figured him for a construction worker.

"AND WE GOT A FIGHT," Ian shouted leaving the ring. "ODDS STILL STAND. TAKING ALL BETS." Ian shouted as a rush of men encircled him shouting and holding up cash eager to get in on the action. Others were to busy finding a good spot so they could watch the fight.

"Whenever your ready," Peter taunted. It worked. The guy immediately rushed him throwing his right fist at Peter's face with all his weight behind it. Peter smiled and took a lazy step to his right. "Strike one." The guy through another punch. "Not a baseball fan?" Peter asked batting his fist away as it came at him. "No, your right the baseball things a little too clichéd," Peter added dodging another punch and spinning around his opponent and kicking him in the back of the leg causing him to fall to his knees. "Tired?"

"Go'ta hell!" the man responded throwing a backhanded fist at Peter. Peter grabbed it and twisted it up towards the man's head.

"Give up?" Peter asked watching the man try to fight the pain.

"Kiss.. my... ass," the man responded through gritted teeth before lowering his head and hitting Peter's nose with the back of his head. Peter staggered back a few steps as his opponent got back on his feet.

"_Great_," Peter thought checking his nose for nonexistent blood. "_I ignore my spider sense once, and let him get one hit, and he makes it a good one. Guys lucky I want to see what I can do, or this fight would have been over already. Spider sense,_" Peter smiled. "_Phil is such a dork,_" Peter thought as he dodged his attackers next punch. "So I was thinking," Peter said dancing around his opponent dodging blow after blow. "After I get paid, you know for winning the fight, what should I do with the money?"

"STAND STILL YOU LITTLE FREAK," the man shouted as his punches grew wild and sporadic.

"Gonna be able to buy a lot of stuff," Peter said pretending to think. "Any suggestions?" Peter asked as his opponent lunged at him trying to grab him. "_Not as fun as I thought it would be be,_" Peter thought stepping around is opponent grabbing the collar of his shirt and pulling the guy back towards him. "Have it your way," Peter smiled hitting the man in the back of the head with the bottom of his fist. He was out before he hit the ground. Peter looked up smiling at the gawking crowd of men who couldn't believe what they had seen. Peter was about to ask about his money when his spider sense gave a light buzz.

Daredevil sat alone in one of the many shadowy nooks that the old warehouse's roof provided, listening to the men below. He couldn't hear anyone that was a real threat. No well known criminals that needed to be put away. So he'd decided to wait and get Ian when he was alone. He hadn't been paying mush attention until now. "_Apparently, the last fight cleaned out a few wallets a little early. Good for me,_" Daredevil thought as he listened to a few men leaving the warehouse. "_Captain Stacy's already made it clear that beating a confession out of him won't hold in court. I'll have to get the murder weapon from him. It's the only piece of evidence that could reopen the case._" Daredevil stayed put as he listened to Ian and someone else talking privately while another fight started.

"Somethings wrong," he heard the boy say.

Daredevil was a little surprised to hear such a young voice. "_His heart beats like a bull, and the way he fought. Gotta be a meta human,_" Daredevil thought.

"What's wrong?" Ian asked.

"I don't know, but somethings not right," the boy answered. "It's coming from above."

Daredevil's muscles tensed as he listened to them. "_Does the boy know I'm here? How?_" he thought to himself. He strained his ear's trying to pick up any clues. They do not, however; pick up subtle nod that Ian gives Peter.

"Chill kid. Here take this up to the office. We wouldn't want to loose our money would we. Your shares in there too. Go ahead and grab it," Ian said handing the boy a large briefcase. "WHO'S NEXT? GET IN THE RING," Ian shouted as the boy took the briefcase to Ian's office.

"_Great,_" Daredevil thought to himself. "_More fights._"

"_Should have kept my mouth shut,_" Peter thought to himself as he climbed the stairs to Ian's office. "_Wants me to go check out the roof. Great. I wouldn't bother, but somethings weird about the warning the time. It's stronger, more intense._" Peter opened the door and walked in setting the briefcase on the table and opening it. There were multiple rows of different bills all lazy banded into moderately neat stacks. Peter found one labeled 'kid' near the bottom. "_Figures,_" Peter thought grabbing it and putting it in his pocket. "_Wonder if I should take a few more?_" Peter thought closing the briefcase. "_No, I got too much bad karma for tonight,_" Peter added sitting down on the couch and untying his shoes. "_Wonder what's wrong up there? Loose metal beam about to fall on our heads?_"

"_Noise,_" Daredevil thought to himself. "_Someone's coming._" It took his ears only seconds to find the source. "_Kid may be more of a problem then I expected,_" Daredevil thought as he listened to him climb the far wall. "_Climbing the far wall. He knows my general location and wants to get the __drop on me._" Daredevil listened as the boy crawled closer. "_Better get to the roof. I can still listen to Ian from there,_" he thought silently moving from his hiding spot to the broken window that he used to enter the building.

"_Weird,_" Peter thought, "_the buzz from my spider sense is gone._" He'd just arrived at the spot that had caused his spider sense to buzz. "_Where'd it go?_" Peter silently wondered as he looked around for any sign of what could have caused the buzz. "_There it is again,_" Peter thought looking up. "_The roof. That means whatever, scratch that, whoever caused the buzz saw me coming. I can catch him if I move quick,_" Peter thought making a dash for a nearby window. He then grabbed the top of the window seal and jumped outside and pulling himself back to the warehouse landing above the window. "_Now where's my intruder at?_" Peter wondered crawling up to the roof. "_Whoever it is he must be pretty fas..._" Peter lost his train of thought as he finished climbing over the edge of the warehouse and onto the roof. "You've gotta be kidding me," he said starring wide eyed at the man called Daredevil. "What the hell are you doing here?" Peter asked still not sure he believed what he was seeing. He didn't answer. A few seconds passed and Peter noticed the small red club in Daredevil's hand. "You gonna fight me?" he asked.

"Go home," Daredevil responded coldly.

"Friendly one, aren't you," Peter joked. "My last fight was kinda boring. Maybe you'll fair better."

"Go home or you'll get hurt."

Peter frowned at that. "Let's see about that," Peter said rushing him. Peter was on him in seconds and was about to throw a punch when Daredevil kicked him in the thigh and spun around him knocking him in the back of the head with his club. "_Crap,_" Peter thought as he fell face first into the roof of the warehouse. "That could have went better," Peter said sitting up while rubbing the back of his head. "OK. So your good. Big deal. I barely felt that," Peter said getting up. "See, ready for round two," Peter said with a smile. Daredevil returned the smile as he put the club back into the pouch on his leg. "_Cocky jerk,_" Peter thought with an irritated look on his face. Peter rushed him again throwing his right fist as fast as he could. Daredevil ducked it and leaned back to avoid the left that followed while grabbing Peter's wrist with his left and pulling it between them to prevent any more blows. Peter easily overpowered him pulling their arms away and punching him in the ribs as hard as he could. Daredevil fell hard sliding across the roof. He stopped a few yards away clutching his ribs. "HAHA," Peter smiled confidently. "Not so fun when you lose is it?" Daredevil got up quickly guarding his left side. "If your injured so easily this won't last," Peter taunted.

Daredevil wasn't paying attention. His hyper senses had just picked up the Ian's voice. "_Ladies, I had a great time taking all your money, but it's almost time to call it quits. Last fight. Place your bets._"

"_Gotta end this quick,_" Daredevil thought to himself. He then pulled out one of his clubs and hit a switch that extended it. "You wanna have fun?" Daredevil asked. "Fine. Let's have fun," He said spinning his club in his hand watching as Peter's eyes begun to follow it. Daredevil then tossed the club into the air and threw his second club at Peter as his eyes followed the first. Peter spider sense picked up the second club easily and he leaned back to avoid it, but was struck across the face by Daredevil who had jumped into the air and grabbed the first club. "Always keep your eyes on your opponent," Daredevil smiled as he threw a right kick at Peter's leg. Peter saw it coming and picked up his leg to avoid it. Daredevil then smacked him in the other side of the head the extended club. "Your not very good at this game," Daredevil said spinning around and kicking Peter in the stomach while he was still reeling from the last two blows.

Peter fell to the ground after the kick with his face still stinging. "SHUT UP," he shouted as the got to his feet and rushed Daredevil throwing a series of hard punches that he didn't bother to try and pull. Daredevil ducked in and out dodging them all with ease. After sidestepping the last of Peter's blow he jumped at Peter ramming his knee into Peter's chest knocking the wind out of him. While Peter was hunched over gasping for air Daredevil slammed his elbow into the back of Peter's head knocking him back to the ground.

Daredevil took his momentary reprieve and listened for Ian. "_Fights are over. He's about to leave. Now is the time to go get him, but I gotta take care of the kid first,_" thought as he watched Peter begin to climb to his feet. "_Quick recovery. If the kid wasn't so inexperienced I'd be in trouble._" Peter was almost to his feet when Daredevil swung his club down at the back of Peter's neck. Peter sensed the blow coming and rolled forward to avoid it. He then jumped into the air above Daredevil bringing his foot down as hard as he could. Daredevil spun around Peter, dodging the crippling blow that cracked the roof of the warehouse, and kicked Peter in the back of the leg causing him to fall to his knees. "Tired?" Daredevil asked mocking Peter's earlier fight. Peter got to his feet as fast as he could and throw a hard right a Daredevil. Daredevil countered by ducking under the blow, grabbing Peter's arm, and flipping him over his shoulder. Peter landed hard on his back with Daredevil standing over him ready to continue the fight. Peter looked up at him angry that he was losing and slammed both of his fist down as hard as he could. The blow caused the small section of roof that Peter and Daredevil were on to collapsed taking the two of them with it. Luckily, Peter and Daredevil's fight had taken them above Ian Frank's makeshift office, so their fall was short. They landed amidst a small pile of debris from the roof and the shattered table that Peter had landed on.

Ian had just finished taking his earning to his car and was coming back up the stairs to his office when he heard a loud crash ahead of him. It was enough to scare him. No one in his position would take the time to investigate loud crashes. Ian had turned around and begun sprinting for his car before he realized what was happening.

Peter had taken a beating that would have kept most kids his age down for the count, but he wasn't most kids his age. Shortly after the fall he was climbing to his feet having just finished catching his breath. "OK. That was my bad... Sorry, won't happen again," Peter said rubbing his neck.

Daredevil wasn't paying attention. His focus had just shifted from his aching ribs to the sound of a car starting outside. "_SHIT!_" Daredevil thought. "_Can't let him get away,_" Daredevil thought fighting the pain in his ribs. He then pushed himself up and began heading towards the window.

Peter saw this, and hurried to stop him. "No. We're not done yet." Peter said grabbing Daredevil's shoulder and spinning him around.

"YOUR LETTING THAT MURDERER GET AWAY!" Daredevil shouted as he pointed his club at Peter. Peter moved his head just in time to a avoid a small claw like hook attached to a thin metal cord that sored past him and stuck itself into the wall. Peter was happy with his dodge until Daredevil smashed the butt of the club into his temple. Peter fell to his knees as his ears began to ring and a black haze began to cloud his vision. Daredevil grabbed Peter's hand and wrapped the cord around his wrist and pushed a button on the end. Peter was instantly jerked back by the cord and bashed his head against the wall worsening his dizzy haze and snatching consciousness away from him. Daredevil then headed for the window to try and catch Ian.

(A/N: Hope you enjoyed reading chapter six. Chapter seven: 'Till Somebody Gets Hurt,' will be up shortly. Also, the fight that took place between Peter and Daredevil should not be used as a reference as to how the other fights will turn out. I made it kind of short and lame to show that Peter is inexperienced and that Daredevil didn't really want to hurt him. Someone asked the question: Does The Unofficial Spider-Man have natural webbing? Your answer: No. The Unofficial Spider-Man must rely on web shooters just like his original counterpart. Why? Because quite frankly webbing coming out of his wrists is gross. Also, as of last chapter, Peter went _shopping_. What does this mean for you as readers. Well now Peter looks and dresses exactly like his Ultimate Spider-Man counterpart. The change was supposed to symbolize a shift in his emotional state or... something. I wasn't really paying attention. For those of you who do not read Ultimate Spider-Man: Go buy an issue. It's... decent. Plus Gwen comes back to life. She's so much better than Mary Jane. Lastly if you decide to flame my fic, (even if its for some stupid competition) at least _read_ it. I'm not begging people to flame it, but at least point out mistakes that are actually in the fic. Don't just copy and paste a review that's already been written. Peace. Please R/R.)


	7. Till Somebody Gets Hurt

Disclaimer: I don't own anything. Marvel does, and I am SO jealous.

**Till Somebody Gets Hurt**

"_No! They're at Uncle Ben's!,_" Peter realized, fear creeping up his spine. There were police cars everywhere, with dozens of people standing around. The sight and sound of an ambulance turning the opposite corner caused his hurt to jump. "_No!_" he thought pushing himself forward running as fast as he could to his Uncle's house. Peter barley heard the shouts of protest as he blew through the police tape surrounding his Uncle's yard.

"STOP! WAIT! THAT'S A CRIME SCENE!" Peter heard a policeman shout as he rushed through the front door. Cops were standing everywhere. He saw Aunt May sitting on the couch with her face buried in her hands. Standing next to her was a tall policeman with graying hair. Everyone's eyes jumped to Peter as he entered the living room.

"Who're you?" the policeman next to Aunt May demanded.

"What's going on?" Peter countered as more policemen rushed to the door after him.

"Kid I don't know who you are, but this is a crime scene and unless you have someth,"

"I'm her nephew," Peter cut in while pointing to his Aunt May. "I live here. Now what the hells going on?" Peter demanded.

Officer's expression softened when he heard this. "Son, I'm sorry to say this, but a few hours ago there was a break in. The guy came in the back. We're still not sure why. Your Uncle heard him breaking the glass in the back door and came down to check it out."

Peter's head was spinning. "_Oh, god no. Please not again._"

"I'm afraid that your Uncle has been shot," the officer said trying to maintain his composure.

"Is..is he..?" Peter stuttered unable to finish his question. Peter saw the answer before it came. The officers expression said it all.

"Your Uncle was gone by the time we arrived. There was nothing anyone could have done. I'm sorry," the officer said bowing his head. Peter stood there in silence not sure what to do. He wanted to react. He wanted to do something. He wanted to cry, scream, be sad, but nothing came. He just stood there waiting. Peter's stupor didn't break when another policeman came rushing through the front door.

"Captain Stacy, Sir. Phillips just called in. We got a location on the Parker's stolen vehicle. Police were just in pursuit. Guy ditched the car and is holding up in an abandoned theater uptown."

"Have they breached?" Captain Stacy asked.

"No Sir their awaiting for orders."

"Hold back. I don't want this guy getting cut down in a firefight. He rots in prison or it's their asses," the Captain barked placing his hat on his head.

"WHAT?" Peter shouted. He'd finally found something to feel. He should have been sad. He should have been crying like his Aunt, but he was angry. He could feel his fists trembling with rage. First his family. Now Uncle Ben. It wasn't fair. Why was everyone being taken away from him. "NO. GO IN NOW! THAT MAN KILLED MY UNCLE!" Peter screamed.

"Look son I know how you feel, but that kind of thinking isn't going to get you anything but more pain," the Captain said looking at Peter with remorseful eyes.

Peter wasn't listening. He'd just realized that this time was different. He had power. He could do something about his Uncle's murder. "SAVE IT!" Peter shouted turning around heading for the door.

"Hold on, kid," the officer at the door said stepping in front of Peter.

"MOVE!" Peter shouted pushing the officer aside before rushing out of the house and taking off down the road.

"HEY!" the officer called trying to climb to his feet.

"Let him be," Captain Stacy said offering the fallen officer a hand. "Come on we need to get down town."

"Yeah," the officer said taking the Captain's hand and pulling himself back up. "Kids strong as an ox," he added rubbing his back.

"Call the boys at the theater tell them I'll be there soon," Captain Stacy said walking out the door.

"Yes, Sir," the officer responded reaching for his radio. He found nothing. He patted his empty pockets again looking for his radio. "The hell did that damn thing go?"

Peter sprinted down the street as fast as his new legs could carry him. "_The theater district. It's gonna take forever to get there like this. Gotta find a way to get there before they do._"

**Law Offices of Murdock and Murdock, Hell's Kitchen**

"So you got your ass kicked by a kid?"

"No, I won.. the... fight." Matt responded through clinched teeth as took of his shirt.

"I can see that," Frank said looking at all of Matt's bruises.

"Just the one came from the kid," Matt said sitting down in his chair. "And there's no way he was human. Plus I couldn't hurt him. Like I said: he was just a kid."

"Yeah, well that's the worst bruise you had yet. What about the others? And the bullet hole?" Frank added pointing to Matt's arm.

"Just a flesh wound. Ian got lucky. Clipped me while I was on top of the car. Got most of the other bruises when I fell off. Tried to catch up to him again, but it was a no go. Manic went through the park. There was nothing to swing from even if I could."

"Idiot," Frank muttered opening a cabinet. "Anyone else get hurt?" he asked pulling out a first-aid kit and tossing it to Matt.

"Not that I know of. Course, I didn't catch him, so it's anyone's guess. I managed to take out one of his tires though. He might not make it out of the city, so I could get another shot."

"Now I know your an idiot," Frank said walking away.

"Tell me something I don't know," Matt muttered. He pulled out some bandages and used his teeth to open them. He'd just finished covering the bullet wound when the T.V. flickered on in the other room. He didn't like what he heard.

**Manhattan, Just Outside the Theater District**

Peter sat alone clinging to the back of an eighteen wheeler that was heading towards the Theater District. He'd jumped on the back as soon as he'd seen it passing. According to the radio he'd stolen, the police were still waiting to storm the building. Captain Stacy was on his way. As soon as he arrived they'd be going in. "_Gotta beat 'em there. This guy doesn't get jail time,_" he thought. "_Doesn't deserve it._"

Peter turned his attention to the police radio as the silence was broken by a familiar voice. "Stacy to dispatch. Stacy to Dispatch. I am on my way. We just passed Seventh and will arrive in twenty. Repeat will arrive in twenty."

"_Not much time,_" Peter thought looking at a nearby street sign. Twenty-second street. "_Radio said Twenty-third street. Gotta get off,_" Peter thought before leaping from the back of the truck. He stumbled as he landed on the sidewalk but managed to keep his balance thanks to his clinging ability. He ignored the shocked gasps around him, and sprinted into an alleyway jumping onto the nearest wall and climbing up to the roof. "_The police aren't just gonna let me stroll in, so I gotta get past them first. Then, I can deal with that murdering bastard._" Spotting the building wasn't hard. The police had it completely surrounded. There was no way that any normal person was getting past them. Peter had to jump the few small gapes that separated the buildings between him and his goal, but other than that he had no problems making his way to the top of the old theater. Peter soon found himself crouching silently in a corner of the theater's roof avoiding police lights so that he wouldn't be seen from below. He'd been hoping the theater would have a roof exit so that he wouldn't have to risk going in through a window. He smiled at his luck when he saw one. He kept low as he made the the short trip to the door. He greedily grabbed the handle to open the door leading into the old theater. "_Locked. It figures._" Peter clutched the knob hard and slammed his shoulder into the door. It only took one try before it silently broke free of all three of its hinges. Peter moved it aside and and took his first step down the dark stairs that led to his Uncle's murderer. He continued down the stairs quietly searching for his target. At the end of the stairs Peter found what he figured was one of the old projector booths. At first, he couldn't make out much in the dark, but his eyes soon adjusted. The place was covered in dust and everything inside was broken. Peter didn't see anyone in booth, so he jumped down into the small theater that it over looked. Aside from the local rat population it was also empty, so he didn't stay long. He found the exit in the back of the theater and went through it into the lobby. "_Empty. Doesn't matter. I'll find him eventually._" Peter found an old sign hanging on a wall that pointed out all the theaters. "_Four more._"

"This is the New York Police Department. Come out of the building, unarmed, with your hands in the air, or we will be forced to come in after you."

"_No you won't_," Peter thought pushing the door to the second theater open. "_You won't get the chance._" He looked into the dark theater and found nothing. He went up and checked the projector room in this theater as well: nothing. "_Two down._" Peter thought walking to the next theater. He stopped when a familiar buzz began pointing him to another doorway. Peter skipped the door he was at and headed to the indicated door. For a moment he placed a hand on in and waited. "_We have a winner,_" he thought before quietly pushing the door open. He entered silently and kept to the shadows as he walked the short hallway that lead to the next theater. He stopped for a moment when the sounds of small crashes caught his ear. "_He hells going on in there,_" Peter thought picking up his pace. Peter stopped at the last corner and peaked around for the cause of the noise. He didn't have to look hard. There was someone on the stage throwing things around. Looking for something. Peter couldn't see him. Just his shadow, but that was all Peter needed. There, in his hand, Peter could just make out a gun. He took off at full speed as soon as he saw it in the man's hand.

Peter was on him before the man new what hit him. "Whaggh!" Peter was deaf to the man's whine of pain as he grabbed his throat and began dragging him to the back wall of the theater.

"WHY?" Peter screamed, aware that the man couldn't answer him. The man tried to point his gun a Peter, but Peter smacked it out of his hands. "HE WAS AN OLD MAN. HE COULDN'T STOP YOU! HE WASN'T A THREAT." Peter didn't know what he was going to do, but it was about to be done. "WHY? WHY HIM? WHY'D YOU PICK MY HOUSE?" Peter screamed as he slammed the man into the back wall of the theater. "WHY'D You..." Peter couldn't hide the shock on his face as he finally laid eyes on his uncle's killer. He felt like his heart had stopped. Ian. Peter didn't know what to do. He just stood there looking up at the man that had killed his uncle. The man that he helped escape from Daredevil. Peter dropped him. He was gonna be sick. "No. No.. I." Peter couldn't think of anything to say. What was there to say. He didn't want to be there anymore. He needed to leave. Peter turned away from Ian and began to walk away. "_How did I let this happen? How could I do this to Uncle Ben?To Aunt May?_"Peter felt his feet grow heavier with each step as he walked away from Ian. Peter's trip didn't remain uninterrupted. His quiet steps were drowned out by the sound of a cold metallic thunder strike. Peter felt pain. Pain he'd never felt before. Peter stumbled clutching his chest grabbing one of the nearby theater seats for support. "_He.. He.. shot me! God this.. Hurts._" Peter looked down at his chest. The shadowy theater hide the red blood,but he could still feel it. All over his hand, running down his stomach. All coming from a single hole right in the middle of his chest. "_I'm.. I'm gonna.. die._" Peter's realization of his own mortality was soon interrupted by another gunshot. Peter fell to his knees as another bullet ripped through his shoulder. He grabbed at his shoulder with his free hand as a small gasp of pain jumped from his lips. "_No.. No.._" Peter vision began to blacken as he continued to bleed out. "_I.. I don't want... to die.._" Peter's grasp to the conscious world was severed as a third shot grazed his right temple and he fell forward silently bleeding.

(A/N: The End. That's how Spider-Man's story should have been told.)

(A/N: OK. _That... _was a douche move. Just kidding, but you have to admit that if you didn't know Peter was gonna live this would be a real nail-bitter. Ch. 8: Lessons Learned, will be up... eventually, and with it, I finally get to write about someone Marvel _doesn't_ own. That's right my first _original character!_ It's not as bad as it sounds. Sorry this chapter was really short, but honestly this was all that needed to be put in. Also someone had a question as to why Peter fought Daredevil. He didn't fight him because Ian wanted him to he did it because he wanted to see if he could beat a superhero. He was on a sort of power trip. It was a pretty stupid move on his part. Peace. Please R/R.)


	8. Lessons Learned

Disclaimer: I don't own anything. Marvel does, and I am SO jealous.

(A/N: _psst . . . psst . . . guess what? . . . _I'M BACK BABY. Before anyone says it, I know. IT TOOK ME FOR-E-VER! I've just had a lot of things going on, and I didn't have the time to write. I'm not gonna bore you with details but, I know you guys would understand if you knew why I've been away. I'm hoping I'll be able to update once a month from now on. Also, for those of you who noticed: The Unofficial Spider-Man is now called: The Unofficial Spider-Man: Origin. Why? Because I realized some of the stories that I was really excited about writing were going to take a while to get to. So this is my little shortcut to the more exciting arcs. If I ever finish the story (I doubt I will. I wouldn't want it to end.) I'll put them all together then.)

**Lessons Learned**

"Pete... Peter. Wake up."

Peter opened his heavy eyelids and found the most horrible thing he could imagine starring down at him. "Go'way Sam. I'm try'n tsleep."

"Mom said you need to get up."

"Don't wanna." Peter could see the sunlight peeking through his blinds. He probably should have been up by now, but then again, he probably should have done a lot of things.

"That's what you get for staying up all night playing that stupid game," Sam said as Peter watched his younger sister sit down next to him. It was weird how much they looked alike. A few years ago Peter couldn't see it, but now it was like looking at a younger girl version of himself. Not that she acted like him. She was a lot more social. Peter spent more than his far share of days putting up with a house full of her annoying little friends. "Betty called," she added starring at the ceiling.

"Wha for?" Peter asked yawning.

Sam smiled, happy to see she'd gotten her brother's attention. "Something about you two going out. I told her you were busy lifting weights."

Peter snickered at what everyone knew was an obvious lie. "And what'd she say?"

"She said she wished she could be there to see that."

"Seriously?" Peter asked now wide awake.

"Yeah," Sam nodded. Peter smiled at the news. "You should get dressed," Sam added getting up. "You wanna do something tomorrow? Go to the movies? Uncle Ben called and said he wanted to go."

"Sure," Peter said sitting up. "No stupid chick-flicks though."

"Whatever," Sam said rolling her eyes. She closed the door behind her as she left. Peter turned away from his door and reached over to his window to close the blinds before going back to sleep.

"LINDA! LINDA!" Daredevil screamed kicking her door open as fast as he could. "LINDA!" Daredevil walked into the dark house franticly searching for the woman he'd come to see. He was about to call out again when he heard her footsteps approaching.

"WHAT ARE YOU DOING?" Linda's shouted angrily as she walked downstairs. The sight of Daredevil holding a boy covered in blood was her only answer. "Get him in the back," Linda said following Daredevil as he did what he was told. "What happened? Why aren't you taking him to a hospital?" she asked turning on lights as they made their way through the house.

"Because we won't be able to explain bullet wounds, and he's a not normal. A mutant or

something. They might not treat him even if I did." Daredevil laid Peter on the table and began unwrapping the makeshift bandages he'd made from clothes that he'd gotten off of a clothesline.

"Where's he been hit," Linda asked opening a cabinet and grabbing some medical supplies.

"Flesh wound on the side of the head, bullet to the shoulder, and another one in the chest."

"Here," she said tossing him some bandages. "Wrap up his head, stop all the bleeding. I'll get an oxygen tank and an IV."

Peter had taken his time getting up. Half his day was gone by the time he'd gotten dressed and went downstairs. He didn't see his sister anywhere, but his parents were in the kitchen. His dad was cooking, Peter couldn't tell what he was trying to make, and the his mom was on the phone with his Aunt May. He didn't bother going into the kitchen instead he turned around and went into the library. It wasn't a real library, but it was ware they kept the books and the computer and other things they needed for work and school. "_Annnd... I have no e-mail,_" Peter thought not really surprised. "_Figures. You-tube it is._" Most people went to you-tube to watch funny videos, but not Peter. _He_ went to ESU's page and watched college students demonstrate their science projects. Weird? Yes, but so are a lot of things. He was halfway through a demonstration on cellular mitosis when his phone rang. He smiled when he saw who it was: "_Betty._"

"Hey Betty," Peter said answering the phone.

"Peter?"

"Yeah."

"Me and some friends were gonna go to the mall and get something to eat wanna come?."

"Sure, I'm free."

"You need a ride? We can come pick you up?" Betty asked.

"No, I can walk."

"OK, see you there.

"Yeah," Peter said before hanging up the phone. He then got up and went downstairs to find his parents. They were still in the kitchen when he found them. "Dad, I realize this is a little rude, but what is that?"

"I.. don't know anymore," Peter's father Richard shrugged.

"I'd be careful Peter. Wouldn't want to have to go get your stomach pumped," Peter's mother Mary joked.

"I'm sorry, how many times is it now that you've nearly burnt the house down?" Richard teased.

It was a running joke that no one in Peter's family knew how to cook. They all liked to take turns and poked fun at each others efforts. Peter's sister held the record for worst meal. She'd made something that looked like chunky white paste. Only her and Peter had been brave enough to taste it. "What do need Pete?"

"Betty invited me to the mall to get something to eat," Peter said taking a closer look at the food his father was making. "I'm suddenly a lot happier about it."

"Ha Ha," Richard said sarcastically. "You need to be back by seven."

"What happens at seven?"

"We're taking your sister to the doctor."

"Why?" Peter asked. "Isn't the point of having two doctors for parents _not_ having to go to the doctor?"

"Not every doctor is as good at everything as another. We're not sure anything really is wrong, but we want to make sure," Mary said.

"Just a checkup?" Peter guessed.

"Best not to worry about it until we know more," Richard said before adding "Back by seven."

"Sure thing," Peter nodded.

"I don't believe it," she said dumbstruck. "He's still alive. He's gonna make it." Linda Carter had seen a lot of weird things. With her patients, weird thing happened pretty often. But she still couldn't believe what she was seeing. "That bullet in his chest actually hit the side of his heart." Peter was laying on a medical bed recovering. His wounds had been bandaged and his vitals were returning to normal.

"I told you he wasn't normal."

"Still... how?" Linda asked. Daredevil didn't answer. He couldn't. He'd seen a lot of people die of a lot less. He couldn't explain it. "What happened?" Linda asked deciding she wasn't going to get an answer to her first question.

"I was chasing someone uptown. The kid was with him. Got in my way, and.."

"SO YOU SHOT HIM?" Linda interrupted.

"No," he said not bothering to hide how stupid he thought the question was. "He helped my guy get away. I went home thinking I could pick up the trail later. When I turned on the news, I found out the police had the guy I was after cornered in an old theater. I went to get him and found the kid bleeding all over the place. Not sure what happened to him."

"So he's a crook?" Linda asked looking at Peter. "He just a boy."

"That's nothing," Peter laughed. "Sam tried to make lasagna once. My parents wouldn't even touch it, and me and her were sick for three days after eating it." Peter had been telling Betty stories about his family's troubled history with cooking while the two walked aimlessly through the mall. It was supposed to be his attempt at flirting. He hoped he was doing well.

"No one in your family can cook?" she asked with a smile clearly amused with Peter's story.

"We manage an eatable meal every now and then." Peter would have continued his stories had it not been for Betty's phone ringing. "_She seems to be enjoying herself. Is that because of me? I am pretty funny when I want to.. No, my jokes are all... she is laughing. Why would she laugh if she wasn't having fun? Worst case scenario: she thinks my jokes are crap and is only laughing to be polite. In which case: she likes me enough to laugh at my shitty jokes. Best case: she really is laughing.. Wait... why am assuming comedy is the only way to get her to like me? Maybe I should be more serious... or..I could be a bit less paranoid. That works. Things are going fine... hopefully._"

"Yeah?... Ok, we're coming," Betty said with a smile. "Time to head back," she said to Peter as she put her phone away. "Come on. The escalators are this way." Grateful that his spiraling chain of thoughts had been interrupted, Peter followed Betty to the escalators.

Peter didn't get up when he awoke. He just laid there, still as possible not even bothering to open his eyes. He'd never woken up after passing out due to massive blood loss. It wasn't a pleasurable experience. His head hurt, his shoulder was killing him, and his chest was on fire. Not to mention that every breath sent a sharp stab of pain down his entire body. As much as his injuries were bothering him, they weren't what was hurting him the most. Peter remembered. He remembered it all. Every single mistake leading up to the one event he knew would haunt him for the rest of his life. "_Uncle Ben... My Uncle, is gone. Murdered, and it was my fault. How could..._"

"He's awake," Peter heard a faint voice say from another room.

"How do you... never mind, come on," another voice said. Peter's thought's turned from guilt and sorrow to fear and uncertainty in the blink of an eye. He didn't know where he was, how he'd gotten there, or who was coming. Peter opened his eyes as fast as he could trying to figure out where he was. He was in a small white room that reminded him of a the nurses office at school. He still hadn't managed to figure out where he was when the door opened and a woman stepped in followed by Peter's sparring partner from before. Daredevil Peter knew, but the woman he had never seen before. She was dressed like a nurse and had blonde hair, probably in her early twenties. Peter fought the pain in his chest and slowly sat up, keeping his eyes on Daredevil as he and the woman got closer. "You should be fine," the woman said trying to get Peter's attention. "Anyone else would have died, but your wounds should be completely healed in a few days. I don't even think they'll scar."

"Thanks," Peter managed with a raspy voice.

"Something to drink?" the woman asked Peter, walking over to the sink. Peter watched silently as the filled a glass with water and handed it to him. His throat and mouth were to dry for him to refuse the glass. He took it and drained it as fast as he could. "More?" She asked when he'd finished. Peter shook his head as his eyes returned to Daredevil. "You've been out for about two days now, but like I said your probably going to be fine. Still, I'd like you to stay for another day or so just so I can make sure your not going to have any.." Linda was interrupted by the sound of a doorbell. "I'll be back," she smiled heading for the door she had just came through. Peter and Daredevil remained silent as the starred at each other.

It soon occurred to Peter that he probably had Daredevil to thank for saving him. He couldn't think of any other way he could have made it out of the old theater alive. He bowed his head, a mixture of shame and embarrassment. "Thanks," he said after a few moments. "For saving me." Daredevil said nothing he just stood there silently. It bothered Peter that he didn't answer. He was trying to think of something else to say when he heard sound of the woman returning and she was with someone else.

"So glad you told me he would be here. Saves me shipping costs." Peter heard someone say as Linda entered the room again followed by an elderly man in a suit and hat. "Ah," he said with a smile looking at Daredevil. "Here you are my good man," he said handing Daredevil a suitcase. "I believe I managed to meet your specifications."

Daredevil took the case giving the man a small nod. "Thank you."

"Also, I took the liberty of making them a few shades darker. Still red, but I think it will help cut down on the number of tears and holes for when I patch it up next," The man said incredibly pleased with himself. "And who do we have here Linda?" he asked looking at Peter.

"We're not sure," the woman, Peter now knew was Linda, said. "We haven't had a chance to ask him.

"Haven't had a chance?" the man asked. "Well, allow me to be the first," he said reaching into his pocket, "to introduce myself, Thaddeus Taylor," he said giving Peter his card.

"Peter," he said as he took the card and read the large silver letters printed across the front: _The Tailor._ "Your a tailor?" Peter asked skeptically.

"No no my boy, not _a_ tailor, _The_ Tailor. No doubt you've seen my work," he said proudly.

Peter put two and two together pretty quickly. He called himself The Tailor, and he'd handed a suitcase to Daredevil. "You make their costumes."

"Not all of them, but I make a good portion. And this," he said motioning to Linda, "is The Night Nurse."

"The Night Nurse?" Peter asked.

"She patches up superheros. It's kind of hard to explain bullet wounds to hospitals," Daredevil cut in.

"Oh. That's cool," Peter nodded. "Thanks again," he added looking down at his chest.

"Not a problem."

"And of course you'd know Daredevil when you saw him," Thaddeus said smiling at Daredevil.

"Yeah," Peter nodded a scary thought creeping his way into his head. Was he going to jail? He'd done some bad things but they couldn't be sending him to the police. "What are you gonna do with me?"Peter asked Daredevil. "_Might as well get it over with quick,_" Peter thought to himself.

"I haven't decided yet," Daredevil replied. "We should talk about it," he added coldly.

Linda and Thaddeus seemed to get the impression that the room was little crowded and decided to make their way out. "Well, my business is done," Thaddeus said heading for the door. "Do be a good lad and pass that card around," he said to Peter. "Business has been slow lately. I do fear I may be getting too good at this," he added with a smile.

"I'll show you out," Linda said following him through the door. Peter wished they would have stayed. Daredevil wasn't exactly the friendliest looking guy he'd ever seen.

"So?" Peter asked after they were gone. "Am I going to jail?"

"Hardly," Daredevil answered. "Just answer some questions."

"Fine," Peter said turning his gaze from Daredevil to the floor. "What do you want to know?"

"Why were you with Ian? What's your connection?"

"There isn't one," Peter said calmly. "We met, he said we could make some money together, he told me where to go and I went. I've known him for all of about four days now."

"Why'd he shoot you then?"

"Cause I tried to kill him." Peter said coldly. He didn't like where the conversation was heading but there wasn't much he could do to stop it.

"Why try and kill him if you two were partners? Someone get greedy?" Daredevil guessed.

Peter was silent for a moment and swallowed hard before speaking. "When you left me at the warehouse I figured my night was over so I started walking home." Peter smirked shaking his head, "I was actually in a good mood. I'd gotten some exercise, made some money, and even got into a descent fight with Daredevil. On top of the world.. till I got home." Peter looked angry now. Daredevil could hear the anger in Peter's voice. "You hear about the house Ian broke into?" Peter asked.

"It was in Forest Hills. He shot someone and stole a car," Daredevil answered.

"My Uncle," Peter said bitterly. "What are the odds?" Peter asked more to himself then Daredevil. "The _one_ time... I help a criminal, a murderer, get away. He comes to _my_ house that same night." Daredevil didn't know the odds. He didn't know how the kid felt, but he knew what it was like to feel like you'd let someone down. It wasn't a feeling he wished on anyone. "Have you ever killed anyone?" Peter asked still starring at the floor. Daredevil didn't answer. Peter waited a few seconds but soon realized he wasn't getting an answer. "I was at the mall once when I was sixteen. I was with a girl I liked and a couple of her friends. A complete and total nervous wreck." Peter smiled remembering the visit, "but it was still fun. I think I was doing pretty well. She was smiling a lot... laughing." Peter was silent for a moment, not even sure he wanted to continue. He took a breath. "We were about to leave, and... I guess I wasn't paying attention. I tripped." Peter said bluntly. "Usually not so bad, but when your on an escalator it.. hurts. Broke my leg. I had my phone, so somebody called my family. They got there pretty quick and... We were going to the hospital." Peter paused again and it became clear to Daredevil that Peter was on the verge of tears. "I don't really remember what happened, but I know it was raining and that we were in a hurry... I woke up in the hospital a few days later." The reason for Peter's question about murder suddenly became evident. Daredevil knew what happened to the others without Peter telling him. "I've been blaming myself for what happened to my family. It's been killing me. I just... I wonder what this is gonna do to me? If something... so clearly out of my control can eat at me like that did," Peter looked up a Daredevil and stared him in the eye, a sad helpless smile on his face. "What the fuck is this gonna do to me?" The two were silent for a while after that. They didn't know for how long. It was Daredevil that broke the silence.

"We'll get you home soon. There's a phone over there," he pointed, "if you need to call someone." He turned and was about to leave when Peter spoke up.

"What happened to Ian?"

Daredevil considered not answering but he did anyway. "The police got him. He in jail for now."

**One Week Later**

It was still uncomfortable. Peter stood silently pulling at the sleeves of his suit. He remembered doing the same thing a few months ago when they buried his family. He'd thought about them a lot while Aunt May had been preparing Uncle Ben's funeral. "_They shouldn't be gone,_" he thought starring at his Uncle's grave. "_I didn't mean for this to happen. For any of it to happen._" Peter fought a small sting of pain in his shoulder as Aunt May placed her hand on him. Apparently, Peter had a bit of an enhanced healing factor as well. His wounds were all healed in only a few days. His shoulder was a bit stiff but, considering the alternative, he was grateful. Not that his wounds were what was really bothering him. "_Four people,_" he thought starring at his feet again."_In seventeen years I'd never even been to a funeral, and now I've seen four people buried. Buried because I'm an idiot. Because I did something stupid._" The funeral had ended over an hour ago. Quite a few people had come. Peter didn't know many of them, but he'd recognized a few of the guys Uncle Ben had worked with and a bunch of the Reilly family. There were only a few of people left, and they were about to leave as well. Peter didn't want to leave, but at the same time he'd rather have been anywhere else. "_This shouldn't be happening._" Peter's thoughts were interrupted by the sound of someone walking towards him and his aunt. He looked up to see Aunt May's sister coming towards them. He'd forgotten her name, but he remembered a lot of the nice things that Aunt May and Uncle Ben had said about her.

"How are feeling May?" she asked as she approached.

"I'm... I'll manage," May said with a weak smile.

"May you should come and sit down with the rest of us. We haven't had a chance to talk, and we were just thinking that it would be a shame if we didn't spend some time together before we had to leave."

"I should probably stay with Peter," May said looking at Peter.

"I'll be fine Aunt May," He said still staring at the ground. "Go ahead."

"Are you sure Peter? If you want me to stay I will."

"I'm fine," Peter said giving her a weak smile.

"I'll be just over there," May said before kissing the top of Peter's head.

Peter watched the two woman as they left heading towards a smell group of friends and family. "_I'm sorry Aunt May. I know it doesn't mean anything because I don't have the guts to tell you the truth, but.. I'm sorry._" Peter's attention returned his Uncle's resting place. _Ben Parker Beloved Husband, Brother, Uncle, and Friend._ He'd read it a dozen times already. "I'm sorry Uncle Ben," he said placing a hand in his pocket. He pulled out his cellphone and hit the speed dial. He got an answer after the first ring.

"Lo, Phil speaking. To what do you owe this great pleasure?" Phil answered in a playful voice.

"Hey, it's Pete," he said still starring and his Uncle's grave.

"Oh, hey man," Phil said dropping the happy tone of his voice. "What.. what's up?"

"I need you to pick me up tomorrow."

"Sure man. What for?"

"I've got work to do, and I'm gonna need some help."

"Yeah alright. I'll.. see you tomorrow."

"Thanks," Peter said before hanging up his phone. He stood in silence for a moment thinking about what he was going to do. It seemed like the right thing. The type of thing Uncle Ben had been talking about when he said, with great power there must also come great responsibility. "_Don't worry Uncle Ben_," he thought pulling a small business card from his pocket. "_You tried to teach me something important. I didn't listen, and you payed for it. Well I learned my lesson... You want responsibility Uncle Ben? I'll show you responsibility._"

(A/N: And so ends the origin. This chapter gets dedicated to Stiehl because I liked his/her review: short, sweet, and positive. (I'm glad you didn't see the ending to the last chapter coming. It's no fun when people see it coming from a mile away.) A special thanks to those who have added this story to your favorites list. It means a lot to me. (Yes, I _know_ who you are.) Even bigger thanks to those of you who started reading this back in 09' and are still here. Also, don't be afraid to point out inconsistencies or typos in my work. I try to avoid them, but no ones perfect. Peace. Please R/R.)


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